ZIMMER BIOMET HOLDINGS, INC. — Director's Dealing 2015

Jun 30, 2015

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ZIMMER BIOMET HOLDINGS, INC. (ZBH)
CIK: 0001136869
Period of Report: 2015-06-24

Reporting Person: KKR 2006 Fund L.P. (10% Owner)
Reporting Person: KKR BIOMET LLC (10% Owner)
Reporting Person: KKR PEI Investments, L.P. (10% Owner)
Reporting Person: 8 North America Investor L.P. (10% Owner)
Reporting Person: OPERF Co-Investment LLC (10% Owner)
Reporting Person: KKR Partners III, L.P. (10% Owner)
Reporting Person: KKR Associates 2006 LP (10% Owner)
Reporting Person: KKR 2006 GP LLC (10% Owner)
Reporting Person: KKR PEI Associates, L.P. (10% Owner)
Reporting Person: KKR PEI GP Ltd (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7529640	Indirect

Footnotes

F1: KKR Biomet LLC may be deemed to indirectly beneficially own these shares of common stock of Zimmer Biomet Holdings, Inc. ("Common Stock") by virtue of the membership units of LVB Acquisition Holding, LLC ("Holding") that it holds. Holding is the holder of 30,118,560 shares of Common Stock. KKR Biomet LLC is owned by the following entities: KKR 2006 Fund L.P. (the "KKR 2006 Fund"), KKR PEI Investments, L.P. ("PEI Investments"), 8 North America Investor L.P. ("8 North America"), OPERF Co-Investment, LLC ("OPERF"), and KKR Partners III, L.P. ("KKR Partners III").

F2: As the sole general partner of the KKR 2006 Fund and as the manager of OPERF, KKR Associates 2006 L.P. may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by the KKR 2006 Fund and by OPERF. As the sole general partner of KKR Associates 2006 L.P., KKR 2006 GP LLC may also be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by the KKR 2006 Fund and by OPERF. As the sole general partner of PEI Investments, KKR PEI Associates, L.P. may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by PEI Investments. As the sole general partner of KKR PEI Associates, L.P., KKR PEI GP Limited may also be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by PEI Investments.

F3: As the sole general partner of 8 North America, KKR Associates 8 NA L.P. may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by 8 North America. As the sole general partner of KKR Associates 8 NA L.P., KKR 8 NA Limited may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by 8 North America.

F4: Each of KKR Fund Holdings L.P. (as the designated member of KKR 2006 GP LLC and the sole shareholder of KKR PEI GP Limited and KKR 8 NA Limited); KKR Fund Holdings GP Limited (as a general partner of KKR Fund Holdings L.P.); KKR Group Holdings L.P. (as a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited); KKR Group Limited (as the sole general partner of KKR Group Holdings L.P.); KKR & Co. L.P. (as the sole shareholder of KKR Group Limited) and KKR Management LLC (as the sole general partner of KKR & Co. L.P.) may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by the KKR 2006 Fund, OPERF, PEI Investments and 8 North America.

F5: As the sole general partner of KKR Partners III, KKR III GP LLC may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by KKR Partners III. As the designated members of KKR Management LLC and the managers of KKR III GP LLC, Henry R. Kravis and George R. Roberts may be deemed to share voting and dispositive power with respect to any shares of Common Stock beneficially owned by the KKR 2006 Fund, OPERF, 8 North America, PEI Investments and KKR Partners III.

F6: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Persons state that this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

F7: Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, KKR Associates 8 NA L.P., KKR 8 NA Limited, KKR Fund Holdings L.P., KKR Fund Holdings GP Limited, KKR Group Holdings L.P., KKR Group Limited, KKR & Co. L.P., KKR Management LLC, KKR III GP LLC, Henry R. Kravis and George R. Roberts have made separate Form 3 filings.