-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FjiUGEnQozoFDki8PM5swWmcPcw658fZzb43PFq3rmaKsYFoSiltJNPsWdkLRVhU RJoa5+pELIczyMPt/H2tRg== 0000950137-08-010339.txt : 20080807 0000950137-08-010339.hdr.sgml : 20080807 20080807094326 ACCESSION NUMBER: 0000950137-08-010339 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080806 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080807 DATE AS OF CHANGE: 20080807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZIMMER HOLDINGS INC CENTRAL INDEX KEY: 0001136869 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 134151777 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16407 FILM NUMBER: 08996794 BUSINESS ADDRESS: STREET 1: 345 EAST MAIN STREET CITY: WARSAW STATE: IN ZIP: 46580 BUSINESS PHONE: 5742676131 MAIL ADDRESS: STREET 1: 345 EAST MAIN STREET CITY: WARSAW STATE: IN ZIP: 46580 8-K 1 c34492e8vk.htm FORM 8-K Form 8-K
Table of Contents

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 6, 2008
ZIMMER HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   001-16407   13-4151777
(State or other
jurisdiction of
incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
345 East Main Street
Warsaw, Indiana 46580

(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (574) 267-6131
Not applicable
(Former name or former address, if changed since last report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


TABLE OF CONTENTS

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 9.01. Financial Statements and Exhibits
SIGNATURES
Exhibit 99.1


Table of Contents

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     On August 6, 2008, Stuart M. Essig, a director of Zimmer Holdings, Inc. (the “Company”) advised the Company that he was resigning as a member of the Company’s Board of Directors, effective immediately. The resignation was not the result of any disagreement with Company management or its operations, policies or practices.
     The Company issued a press release on August 7, 2008 announcing the change in its Board of Directors. The press release is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
     (d) Exhibits
     
Exhibit No.   Description
 
   
99.1
  Press Release issued on August 7, 2008

2


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 7, 2008
         
  ZIMMER HOLDINGS, INC.
 
 
  By: /s/ Chad F. Phipps
 
  Name:   Chad F. Phipps   
  Title:   Senior Vice President, General Counsel and Secretary    
 

3

EX-99.1 2 c34492exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
Exhibit 99.1
         
Contacts:
       
     Media   Investors                  
   
Brad Bishop
  Paul Blair   James T. Crines
574-372-4291
  574-371-8042   574-372-4264
bradley.bishop@zimmer.com
  paul.blair@zimmer.com   james.crines@zimmer.com
Stuart Essig Steps Down as Director of Zimmer
(WARSAW, IN) August 7, 2008—Zimmer Holdings, Inc. (NYSE and SWX: ZMH) today announced that Stuart M. Essig has resigned from its Board of Directors. Mr. Essig has served as an independent director since 2005. During that time, he has also served on the Board’s Compensation and Management Development, Audit and Corporate Governance Committees.
Zimmer Chairman John L. McGoldrick stated, “Stuart has been an extremely valuable member of the Board. We recognize the substantial time and effort he has devoted to Zimmer and his contributions will be missed.”
About the Company
Founded in 1927 and headquartered in Warsaw, Indiana, Zimmer is a worldwide leader in designing, developing, manufacturing and marketing orthopaedic reconstructive and spinal implants, trauma and related orthopaedic surgical products. Zimmer has operations in more than 25 countries around the world and sells products in more than 100 countries. Zimmer’s 2007 sales were approximately $3.9 billion. The Company is supported by the efforts of more than 8,000 employees worldwide.
###
Visit Zimmer on the worldwide web at www.zimmer.com

-----END PRIVACY-ENHANCED MESSAGE-----