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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): May 07, 2025

 

 

ZimVie Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-41242

87-2007795

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

4555 Riverside Drive

 

Palm Beach Gardens, Florida

 

33410

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 800 342-5454

 

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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

ZIMV

 

The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 


 

Item 5.07 Submission of Matters to a Vote of Security Holders.

ZimVie Inc. (the “Company”) held its annual meeting of shareholders on May 7, 2025. Shareholders took the following actions:

 

elected one Class III director to serve until the 2026 annual meeting of shareholders (Proposal 1);
ratified the Audit Committee’s appointment of PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm for 2025 (Proposal 2); and
approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement (Proposal 3).

The vote tabulation for each proposal follows:

Proposal 1 – Election of Director
 

Nominee

For

Against

Abstain

Broker Non-Votes

Vafa Jamali

21,302,234

754,557

11,309

3,688,232

 

Proposal 2 – Ratification of the Appointment of PwC as the Company’s Independent Registered Public Accounting Firm

For

Against

Abstain

Broker Non-Votes

25,648,795

46,029

61,508

0

 

Proposal 3 – Advisory Vote to Approve Named Executive Officer Compensation

For

Against

Abstain

Broker Non-Votes

12,018,245

9,964,217

85,638

3,688,232

 

 

 

 


 

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.

 

 

 

ZIMVIE INC.

 

 

 

 

Date:

May 13, 2025

By:

/s/ Heather Kidwell

 

 

 

Name: Heather Kidwell
Title: Senior Vice President, Chief Legal,
Compliance and Human Resources Officer
and Corporate Secretary