zimmer biomet shareholders approve stock incentive plan amendments

Published 03/06/2025, 13:00
zimmer biomet shareholders approve stock incentive plan amendments

Today, Zimmer Biomet Holdings, Inc. (NYSE:ZBH), a $18 billion medical devices company with a "Good" financial health rating according to InvestingPro, announced that its shareholders approved amendments to the company’s 2009 Stock Incentive Plan during the annual meeting held on May 29, 2025. The company, currently trading near its 52-week low, has maintained consistent dividend payments for 14 consecutive years. The approval includes several key changes to the plan, as detailed in the company’s recent SEC filing.

The amendments to the Stock Incentive Plan increase the number of shares available for issuance by 10 million and extend the plan’s term by three years, now set to expire on May 31, 2035. This move comes as InvestingPro data shows management has been actively buying back shares, demonstrating confidence in the company’s value. Additionally, the plan will now allow independent contractors to participate, and it includes specific disclosures regarding equity award treatment upon a change in control.

Other significant changes involve the prohibition of paying dividends and dividend equivalents on unvested awards and the clarification that a one-year minimum vesting requirement applies to all equity awards. The amendments also impose additional restrictions on the transferability of awards, prohibiting their transfer for consideration to third-party financial institutions.

Furthermore, the plan now includes provisions consistent with corporate governance best practices, such as prohibiting loans and ensuring compliance requirements for awards.

In addition to the Stock Incentive Plan amendments, shareholders also approved an amendment to the company’s Restated Certificate of Incorporation. This amendment limits the personal liability of certain officers for monetary damages related to breaches of the duty of care, in accordance with Delaware law.

The decisions were part of the annual meeting’s agenda, which also included the election of ten directors for one-year terms, the ratification of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for 2025, and an advisory vote on executive compensation.

This information is based on a press release statement and the company’s SEC filing. With a healthy current ratio of 2.44 and trading at a P/E of 20.06, Zimmer Biomet appears undervalued according to InvestingPro analysis. For deeper insights into Zimmer Biomet’s financial health and growth prospects, including exclusive ProTips and comprehensive valuation metrics, investors can access the detailed Pro Research Report available on InvestingPro.

In other recent news, Zimmer Biomet Holdings, Inc. reported a modestly successful first quarter with sales reaching $1.91 billion, marking a 2.3% growth on a constant currency basis and surpassing Wall Street’s expectations by $14 million. The company achieved an adjusted earnings per share (EPS) of $1.81, exceeding consensus by 2.5%. Despite these positive results, analysts have expressed concerns, leading to several adjustments in stock targets. Bernstein SocGen Group lowered its price target for Zimmer Biomet to $100 from $105, citing potential risks associated with sales reorganization and tariffs. TD Cowen also reduced its price target from $119 to $104, maintaining a Hold rating due to uncertainties regarding future tariffs and the company’s guidance for 2025. UBS maintained a Sell rating with a steady price target of $105, noting the company’s lowered EPS guidance and concerns about market share gains. Additionally, Zimmer Biomet announced a quarterly dividend of $0.24 per share, reflecting its commitment to shareholder value. The company also appointed Kevin Thornal as Group President for the Americas, effective July 1, 2025, to drive business strategy and execution.

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