SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Nolan David A. Jr.
(Last) (First) (Middle)
C/O ZIMMER, INC.
P. O. BOX 708
(Street)
WARSAW IN 46580
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ZIMMER BIOMET HOLDINGS, INC. [ ZBH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Group President
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/01/2016 M 14,292 A $73.15 29,091(1) D
Common Stock 08/01/2016 S 14,292 D $130.7279(2) 14,799 D
Common Stock 08/01/2016 M 4,138 A $94.34 18,937 D
Common Stock 08/01/2016 S 4,138 D $130.7731(3) 14,799 D
Common Stock 08/01/2016 S 6,825 D $130.8468(4) 7,974 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $73.15 08/01/2016 M 14,292 (5) 03/18/2023 Common Stock 14,292 $0 4,763 D
Employee Stock Option (right to buy) $94.34 08/01/2016 M 4,138 (6) 03/17/2024 Common Stock 4,138 $0 4,137 D
Explanation of Responses:
1. Includes 59 shares acquired under the Zimmer Biomet Holdings, Inc. (the "Company") Employee Stock Purchase Plan between May 2, 2016 and June 30, 2016, 37 shares purchased between April 29, 2016 and July 29, 2016 under the dividend reinvestment plan for the Company's common stock, and 20 shares acquired between February 29, 2016 and June 30, 2016 through dividend reinvestment in Mr. Nolan's IRA.
2. Represents the sale of 14,292 shares in multiple transactions, ranging in price from $130.58 to $130.94 per share, resulting in a weighted average sale price of $130.7279. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
3. Represents the sale of 4,138 shares in multiple transactions, ranging in price from $130.68 to $130.90 per share, resulting in a weighted average sale price of $130.7731. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
4. Represents the sale of 6,825 shares in multiple transactions, ranging in price from $130.775 to $130.895 per share, resulting in a weighted average sale price of $130.8468. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
5. 4,764 of the options vested on each of March 18, 2014, 2015 and 2016; the remaining 4,763 of the options are scheduled to vest on March 18, 2017.
6. 2,069 of the options vested on each of March 17, 2015 and 2016; 2,069 of the options are scheduled to vest on March 17, 2017; and the remaining 2,068 of the options are scheduled to vest on March 17, 2018.
Remarks:
/s/ Heather J. Kidwell, Attorney-in-Fact for David A. Nolan, Jr. (power of attorney previously filed) 08/03/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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