UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 13, 2016

ZIMMER BIOMET HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

345 East Main Street

Warsaw, Indiana 46580

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (574) 267-6131

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

As previously disclosed in the Current Report on Form 8-K filed by Zimmer Biomet Holdings, Inc., a Delaware corporation (“Parent”), with the Securities and Exchange Commission (“SEC”) on June 7, 2016, Parent entered into an Agreement and Plan of Merger, dated as of June 6, 2016 (the “Merger Agreement”), with LDR Holding Corporation, a Delaware corporation (“LDR”), and LH Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, on June 14, 2016, Merger Sub commenced an offer (the “Offer”) to purchase LDR’s outstanding shares of common stock, par value $0.001 per share (the “Shares”), for a price of $37.00 per Share (the “Offer Price”), net to the seller in cash, without interest, less any deductions or withholding of taxes required by applicable law, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated June 14, 2016 (together with any amendments and supplements thereto, the “Offer to Purchase”), and the related letter of transmittal that accompanied the Offer to Purchase, copies of which were attached as Exhibits (a)(1)(A) and (a)(1)(B), respectively, to the Tender Offer Statement on Schedule TO initially filed by Parent and Merger Sub with the SEC on June 14, 2016.

The Offer and withdrawal rights expired as scheduled at 12:00 midnight, New York City time, on July 13, 2016 (one minute after 11:59 p.m., New York City time, on July 12, 2016) (the “Expiration Date”). American Stock Transfer & Trust Company, LLC, in its capacity as depositary for the Offer (the “Depositary”), has advised Parent and Merger Sub that, as of the Expiration Date, a total of 24,278,729 Shares (not including Shares tendered by Notice of Guaranteed Delivery) were validly tendered and not properly withdrawn pursuant to the Offer, representing approximately 82.7% of the then outstanding Shares. In addition, the Depositary has advised Parent and Merger Sub that, as of the Expiration Date, Notices of Guaranteed Delivery had been delivered for 1,826,189 Shares, representing approximately 6.2% of the then outstanding Shares. The number of Shares validly tendered (not including Shares tendered by Notice of Guaranteed Delivery) and not properly withdrawn pursuant to the Offer satisfied the Minimum Condition (as defined in the Merger Agreement). All conditions to the Offer having been satisfied, on July 13, 2016, Merger Sub accepted for payment all Shares that were validly tendered and not properly withdrawn prior to the Expiration Date (the “Acceptance Time”), and payment of the Offer Price for such Shares will be made by the Depositary.

Following the Acceptance Time, on July 13, 2016, upon the terms and subject to the conditions of the Merger Agreement and in accordance with Section 251(h) of the General Corporation Law of the State of Delaware (the “DGCL”), Merger Sub merged with and into LDR, with LDR continuing as the surviving corporation (the “Merger”). Upon completion of the Merger, LDR became an indirect wholly owned subsidiary of Parent.

At the effective time of the Merger (the “Merger Effective Time”) and upon the terms and subject to the conditions of the Merger Agreement, (i) each Share issued and outstanding immediately prior to the Merger Effective Time was canceled and each such Share (other than treasury Shares held by LDR, any Shares owned by Parent, Merger Sub or any direct or indirect subsidiary of Parent or LDR and any Shares held by any person who is entitled to and properly demanded statutory appraisal of his, her or its Shares under Section 262 of the DGCL in connection with the Merger) was converted into the right to receive an amount equal to the Offer Price, without interest and less any deductions or withholding of taxes required by applicable law; (ii) each restricted stock unit outstanding immediately prior to the Merger Effective Time (“LDR Restricted Stock Units”) became fully vested and each such LDR Restricted Stock Unit was canceled in exchange for a right to receive a cash payment equal to the product of (x) the number of Shares subject to such LDR Restricted Stock Unit award as of the Merger Effective Time and (y) the Offer Price, without interest and less any deductions or withholding of taxes required by applicable law; (iii) each performance-based restricted stock unit outstanding immediately prior to the Merger Effective Time (“LDR Performance Stock Units”) became fully vested and each such LDR Performance Stock Unit was canceled in exchange for a right to receive a cash payment equal to the product of (x) the number of Shares subject to such LDR Performance Stock Unit award as of the Merger Effective Time (with respect to LDR Performance Stock Units that are in their performance period as of the Merger Effective Time, determined in accordance with the existing award agreement related to each outstanding LDR Performance Stock Unit) and (y) the Offer Price, without interest and less any deductions or withholding of taxes required by applicable law, provided, that, with respect to those LDR Performance Stock Units that were within a current performance period as of the Merger Effective Time, the number of Shares subject to such award was determined in accordance with the existing award agreement related to such LDR Performance Stock Unit; (iv) each option to purchase Shares under the LDR’s stock plans outstanding as of the Merger Effective Time (“LDR Options”) became fully vested and each such LDR Option was canceled in exchange for a right to receive a cash payment equal to the product of (x) the excess, if any, of (A) the Offer Price over (B) the exercise price per Share subject to such LDR Option, and (y) the number of Shares underlying such LDR Option, without interest and less any deductions or withholding of taxes required by applicable law, provided, that, if the exercise price of any LDR Option was equal to, or in excess of, the Offer Price, then such LDR Option was terminated as of the Merger Effective Time without any payment; and (v) each phantom unit (“LDR Phantom Units”) outstanding as of the Merger Effective Time became fully vested

and each such Phantom Unit was canceled in exchange for a right to receive a cash payment equal to the product of (x) the number of Shares subject to such Phantom Unit and (y) the Offer Price, without interest and less any deductions or withholding of taxes required by applicable law.

The aggregate consideration to be paid by Merger Sub in the Offer and the Merger will be approximately $1.1 billion, without giving effect to related transaction fees and expenses.

The foregoing summary description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which was attached as Exhibit 2.1 to the Current Report on Form 8-K filed by Parent with the SEC on June 7, 2016 and is incorporated herein by reference.

On July 13, 2016, Parent issued a press release announcing the expiration of the Offer. The press release was filed as Exhibit (a)(5)(N) to Amendment No. 2 to the Schedule TO filed by Parent on July 13, 2016 and is incorporated herein by reference.

(d) Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 13, 2016

EXHIBIT INDEX