Zimmer Biomet said that on October 7, 2025, Merger Sub merged with and into Monogram Technologies Inc., with Monogram continuing as the surviving corporation and a wholly owned subsidiary of the Company.

8-KOther EventsFiled Oct 7, 2025Period of report Oct 7, 2025Summary published (UTC) Oct 12, 2026

Key points

AI summary

Zimmer Biomet said that on October 7, 2025, Merger Sub merged with and into Monogram Technologies Inc., with Monogram continuing as the surviving corporation and a wholly owned subsidiary of the Company.
The company said each outstanding share of Monogram's Series D preferred stock was automatically converted into $2.25 in cash, without interest, plus an amount equal to any accrued but unpaid dividends, and each outstanding share of Monogram's Series E preferred stock was converted into $100.00 in cash, without interest. It added that contingent value rights on Monogram's common stock entitle holders to receive up to $12.37 in cash if certain product development, regulatory and revenue milestones are achieved through 2030.
Zimmer Biomet said Monogram's CT-based, semi-autonomous, AI-navigated total knee arthroplasty robotic technology received FDA 510(k) clearance in March 2025 and is expected to be commercialized with the Company's implants by early 2027. The company added that Monogram shares ceased trading on the National Association of Securities Dealers Automated Quotations prior to the opening of the market on October 7, 2025 and will be delisted.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call. Some paragraphs were omitted because their support in the source could not be confirmed.

Monogram Technologies Acquisition Completed

Zimmer Biomet said that on October 7, 2025, Merger Sub merged with and into Monogram Technologies Inc., with Monogram continuing as the surviving corporation and a wholly owned subsidiary of the Company.

Source · Based on the filing body and exhibits

Preferred Stock Conversion Consideration and Maximum CVR Amount

The company said each outstanding share of Monogram's Series D preferred stock was automatically converted into $2.25 in cash, without interest, plus an amount equal to any accrued but unpaid dividends, and each outstanding share of Monogram's Series E preferred stock was converted into $100.00 in cash, without interest. It added that contingent value rights on Monogram's common stock entitle holders to receive up to $12.37 in cash if certain product development, regulatory and revenue milestones are achieved through 2030.

Source · Based on the filing body and exhibits

Monogram Robotic Technology and Delisting

Zimmer Biomet said Monogram's CT-based, semi-autonomous, AI-navigated total knee arthroplasty robotic technology received FDA 510(k) clearance in March 2025 and is expected to be commercialized with the Company's implants by early 2027. The company added that Monogram shares ceased trading on the National Association of Securities Dealers Automated Quotations prior to the opening of the market on October 7, 2025 and will be delisted.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

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