Monogram Technologies shareholders approve merger with Zimmer Biomet

Shareholders of Monogram Technologies Inc. (NASDAQ:MGRM) voted Tuesday to approve the company’s proposed merger with Zimmer Biomet Holdings, Inc., according to a statement based on a Securities and Exchange Commission filing.

The special meeting of shareholders was held Tuesday, with a quorum of 26,924,769 shares represented in person or by proxy out of 40,632,367 shares eligible to vote. The merger proposal received 25,982,633 votes in favor, 862,971 votes against, and 78,119 abstentions. This represents approximately 63.95% of all shares outstanding and entitled to vote at the meeting. There were no broker non-votes. The stock currently trades near $5.87, close to its 52-week high of $6.02.

The approved agreement, originally dated July 11, 2025, and amended August 27, 2025, provides for Monogram Technologies to merge with a wholly-owned subsidiary of Zimmer Biomet. Upon completion, Monogram Technologies will continue as the surviving corporation and become a wholly-owned subsidiary of Zimmer Biomet Holdings, Inc.

A second proposal, which would have allowed for adjournment of the special meeting to solicit additional votes if needed, was not submitted as the merger proposal had sufficient support.

According to the press release statement, the merger remains subject to customary closing conditions, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. Monogram Technologies stated that, subject to satisfaction of these conditions, it expects the merger to be completed in the second half of 2025.

Monogram Technologies is headquartered in Austin, Texas, and is classified under surgical and medical instruments and apparatus. Its common stock is listed on the Nasdaq Stock Market under the symbol MGRM.

All information in this article is based on a statement filed with the Securities and Exchange Commission.

In other recent news, Monogram Technologies Inc. and Zimmer Biomet Holdings, Inc. have resubmitted their pre-merger notification to the Federal Trade Commission (FTC) for review, restarting a 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. This move is intended to provide the FTC with additional time to review the proposed merger, which would result in Monogram Technologies becoming a wholly owned subsidiary of Zimmer Biomet. Monogram Technologies has also informed its shareholders about a special meeting scheduled for 2025 to vote on this acquisition. Additionally, Monogram has amended its merger agreement with Zimmer Biomet, modifying the definition of "Permitted Transfer" in response to a comment from the Securities and Exchange Commission. To further communicate with its shareholders, Monogram has released a set of frequently asked questions regarding the acquisition. In other developments, Monogram terminated its Exclusive License Agreement with the Icahn School of Medicine at Mount Sinai, agreeing to a $4 million settlement. This settlement includes a $500,000 cash payment and the issuance of 35,000 shares of Series E Redeemable Perpetual Preferred Stock.

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