EX-24 2 zbhsukpoa.htm POWER OF ATTORNEY
POWER OF ATTORNEY



For Executing Form ID and Forms 3, 4, 5 and 144



The undersigned hereby constitutes and appoints each of Chad

F. Phipps, Heather J. Kidwell and Dennis Cultice, signing

singly, as his true and lawful attorney-in-fact, for such

period of time that the undersigned is required to file reports

pursuant to Section 16(a) of the Securities Exchange Act of

1934, as amended (the "Exchange Act"), or Rule 144 of the

Securities Act of 1933, as amended (the "Securities Act"),

due to his affiliation with Zimmer Biomet Holdings, Inc., a

Delaware corporation, unless earlier revoked by the undersigned

in a signed writing delivered to the foregoing

attorneys-in-fact, to:



1) prepare, execute in the undersigned's name and on the

undersigned's behalf, and submit to the U.S. Securities

and Exchange Commission (the "SEC") a Form ID, including

amendments thereto, and any other documents necessary or

appropriate to obtain codes and passwords enabling the

undersigned to make electronic filings with the SEC of

reports required by Section 16(a) of the Exchange Act

or any rule or regulation of the SEC;



2) prepare, execute in the undersigned's name and on the

undersigned's behalf, and submit to the SEC Forms 3, 4, 5

and 144 and any amendments to previously filed forms in

accordance with Section 16(a) of the Exchange Act or Rule

144 of the Securities Act and the rules thereunder;



3) do and perform any and all acts for and on behalf of

the undersigned which may be necessary or desirable to

complete the execution of any such Form ID or Forms 3, 4,

5 and 144 and the timely filing of such form with the SEC

and any other authority as required by law; and



4) take any other action of any type whatsoever in connection

with the foregoing which, in the opinion of such

attorney-in-fact, may be of benefit to, in the best

interest of or legally required by the undersigned,

it being understood that the documents executed by such

attorney-in-fact on behalf of the undersigned pursuant to

this Power of Attorney shall be in such form and shall contain

such terms and conditions as such attorney-in-fact may approve

in his or her discretion.



The undersigned hereby grants to each such attorney-in-fact

full power and authority to do and perform all and every act

and thing whatsoever requisite, necessary and proper to be done

in the exercise of any of the rights and powers herein granted,

as fully to all intents and purposes as the undersigned could do

if personally present, with full power of substitution or revocation,

hereby ratifying and confirming all that such attorney-in-fact,

or his or her substitute or substitutes, shall lawfully do or cause

to be done by virtue of this Power of Attorney and the rights and

powers herein granted.  The undersigned acknowledges that the

foregoing attorneys-in-fact, in serving in such capacity at the

request of the undersigned, are not assuming any of the undersigned's

responsibilities to comply with Section 16 of the Exchange

Act or Rule 144 of the Securities Act.



IN WITNESS WHEREOF, the undersigned has caused this Power of

Attorney to be executed as of this 14 day of June, 2019.





/s/ Suketu Upadhyay

Suketu Upadhyay