ZBH shareholders approve 10M share increase to stock plan and officer exculpation

ZIMMER BIOMET HOLDINGS, INC.

Shareholders approved amendment to 2009 Stock Incentive Plan: 10M share increase, term to 2035, independent contractors eligible.
Shareholders approved officer exculpation amendment to charter, limiting liability for breach of duty of care.
Votes: Plan 154.4M for (89.7% of votes cast); exculpation 149.2M for (88.7%); all directors elected with >96% support.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ZIMMER BIOMET HOLDINGS, INC.: Amended Restated Certificate of Incorporation to limit personal liability of certain officers for monetary damages for breach of duty of care as permitted under Delaware law (effective 2025-05-29).

Change: charter amendment
Effective: 2025-05-29

Exact text from the filing

At the Annual Meeting, the Company’s shareholders approved an amendment (the “Amendment”) to the Company’s Restated Certificate of Incorporation (the “Charter”).

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ZIMMER BIOMET HOLDINGS, INC. filing history →

Source: SEC EDGAR

accession 0000950170-25-080567

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