Key facts
- This page summarizes Andrew James Hill's Form 4 filing for Paragon 28, Inc..
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 21 Apr 2025, 17:00.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Disposed to Issuer
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Disposed to Issuer
Additional SEC filing notes
Section 16 status
Andrew James Hill is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Footnote F1
In connection with the terms of an Agreement and Plan of Merger, dated January 28, 2025 (the "Merger Agreement"), by and among the Issuer, Zimmer Biomet Holdings, Inc., Zimmer, Inc. ("Parent"), and Gazelle Merger Sub I, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time").
Footnote F2
At the Effective Time, each outstanding share of Common Stock was automatically converted into the right to receive (i) $13.00 in cash, without interest (the "Cash Consideration") and (ii) one contractual contingent value right ("CVR") per share representing the right to receive a contingent payment of up to $1.00 in cash upon achievement of specified milestones, as specified further in the CVR Agreement, by and among Parent, Equiniti Trust Company, LLC, as rights agent, and, for certain provisions, Zimmer Biomet Holdings, Inc., as guarantor.
Footnote F3
At the Effective Time, each outstanding (i) restricted stock unit ("RSU") solely subject to time-based vesting conditions and (ii) RSU subject to both performance-based and time-based vesting conditions ("PSU") vested and was canceled, with the holder thereof entitled to receive, with respect to each share of Common Stock underlying such award (with the PSUs vesting at 140% of the target number of shares of Common Stock subject to such PSUs), (x) the Cash Consideration and (y) one CVR.