SEC Filing | ZimVie Inc.

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Schneider Sandra

(Last)

(First)

(Middle)

10225 WESTMOOR DRIVE

(Street)

WESTMINSTER

80021

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ZimVie Inc. [ ZIMV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/10/2023		M		3,592	A	$0	3,592	D
Common Stock	03/10/2023		F		843⁽¹⁾	D	$5.5	2,749	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	03/10/2023		M			3,592	⁽³⁾	⁽³⁾	Common Stock	3,592	$0	7,181	D

Explanation of Responses:

1. Represents shares withheld by ZimVie Inc. (the "Company") to satisfy tax withholding obligations on the vesting of restricted stock units ("RSUs").

2. Each RSU represents a contingent right to receive one share of Company common stock.

3. 3,592 of these RSUs vested on March 10, 2023; the remaining 7,181 RSUs vest 50% on each of March 10, 2024 and March 10, 2025.

Remarks:

Exhibit 24 - Power of Attorney attached hereto.

	/s/ Jason Abair, Attorney-in Fact for Sandra Schneider	03/14/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

    POWER OF ATTORNEY

	The undersigned hereby constitutes and
appoints each of Heather J. Kidwell and Jason
Abair, signing singly, as the undersigned's 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 the undersigned's affiliation with
ZimVie Inc., a Delaware corporation, unless
earlier revoked by the undersigned in a
signed writing delivered to the foregoing
attorneys-in-fact, to:


          1) execute for and on behalf of the
undersigned Form ID, 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;

          2) 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, Forms 3, 4, 5 and 144
and the timely filing of such form with the
United States Securities and Exchange
Commission and any other authority as
required by law; and

          3) 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 the
undersigned's 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 the undersigned's 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 February 7, 2023.


/s/ Sandra Schneider

Sandra Schneider