Exhibit 10.1

AMENDMENT TO

ZIMMER BIOMET HOLDINGS, INC.

EXECUTIVE PERFORMANCE INCENTIVE PLAN

(Effective as of December 31, 2015)

This Amendment to the Zimmer Biomet Holdings, Inc. Executive Performance Incentive Plan (the “Plan”) is hereby adopted by Zimmer Biomet Holdings, Inc. (formerly known as Zimmer Holdings, Inc.) (the “Company”) effective as of December 31, 2015.

WHEREAS, the Company maintains the Plan, which includes a deferral feature that constitutes a non-qualified deferred compensation plan, for the benefit of a select group of eligible executives of the Company and its subsidiary and affiliated corporations;

WHEREAS, the Plan was amended and restated in its entirety effective May 7, 2013 and further amended and restated effective June 24, 2015 to reflect the current name of the Company; and

WHEREAS, the Company now desires to amend the Plan.

NOW, THEREFORE, effective as of December 31, 2015, the Plan is hereby amended as follows:

Notwithstanding the foregoing or any other provision of the Plan, no additional Mandatory Deferrals shall be permitted for any Award for any Fiscal Year beginning after December 31, 2015, and no further deferrals can be designated under the Plan with respect to any Awards for periods of service after December 31, 2015.

Notwithstanding the foregoing or any other provision of this Plan, no Participant may elect a Deferred Portion of any Award for any Fiscal Year beginning after December 31, 2015, and no further deferrals can be elected under the Plan with respect to any Awards for periods of service after December 31, 2015.

(d) Earnings on Deferred Portion. The Committee (or its designee), in its sole and absolute discretion, will select the Funds available under the Plan to serve as the measure of earnings and losses to be credited on the Deferred Portion of an Award. A Fund may be a mutual fund, insurance company separate account, indexed rate, or other measurement of investment performance that the Committee (or its designee), in its sole discretion, may select for the purpose of providing the basis upon which investment gains and losses will be credited on the Deferred Portion of an Award. For the Deferred Portion of Awards granted prior to January 1, 2008, the Funds may also include a Company Stock Fund. In the event a portion of a Participant’s Award is deemed invested in the Company Stock Fund, the Participant is not entitled to dividends or voting rights on the amount deemed invested in that Fund.

(e) Changes to Allocation Elections. Pursuant to rules and procedures established by the Committee (or its designee), a Participant may change each of his or her deemed investment allocations at least monthly or more frequently as permitted by the Committee or its designee. If a Participant fails to elect an available Fund to serve as the measure of earnings and losses on his or her Award(s), the Participant will be deemed to have elected the Fund designated by the Committee (or its designee) to be the default Fund.

(b) Termination and Amendment. Subject to the limitations set forth in subparagraph (c) below, the Board or its designee may at any time suspend or terminate the Plan and may amend it from time to time in such respects as the Board or its designee may deem advisable, subject to any requirements for stockholder approval imposed by applicable law, including Code Section 162(m).

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Exhibit 10.2

FIRST AMENDMENT TO THE

RESTATED BENEFIT EQUALIZATION PLAN OF ZIMMER HOLDINGS, INC. AND

ITS SUBSIDIARY OR AFFILIATED CORPORATIONS PARTICIPATING IN THE

ZIMMER HOLDINGS, INC. SAVINGS AND INVESTMENT PROGRAM

This First Amendment to the Restated Benefit Equalization Plan of Zimmer Holdings, Inc. and its Subsidiary or Affiliated Corporations Participating in the Zimmer Holdings, Inc. Savings and Investment Program (the “Plan”) is hereby adopted by Zimmer Biomet Holdings, Inc. (the “Company”) effective as of December 31, 2015.

WHEREAS, the Company, formerly known as Zimmer Holdings, Inc., maintains the Plan, a non-qualified deferred compensation plan, for the benefit of a select group of eligible executives of the Company and its subsidiary and affiliated corporations; and

WHEREAS, the Plan was amended and restated in its entirety effective as of January 1, 2009; and

WHEREAS, the Company now desires to amend the Plan.

NOW, THEREFORE, effective as of December 31, 2015, the Plan is hereby amended as follows:

Notwithstanding the foregoing or any other provision of the Plan, no matching contributions can be credited to a Participant’s Account with respect to periods of service after December 31, 2015.

Notwithstanding the foregoing or any other provision of the Plan, no fixed contributions can be credited to a Participant’s Account with respect to periods of service after December 31, 2015.

Vesting . Employer Contributions shall become vested in accordance with the following schedule, based on completed Years of Service (as defined in the Program):

The Board or its designee may, in its sole discretion, amend this Plan and the related Salary Deferral Agreements on 30 days’ prior notice to the Participants and, where applicable, former Participants.

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Exhibit 10.3

ZIMMER BIOMET

DEFERRED COMPENSATION PLAN

Effective as of January 1, 2016

TABLE OF CONTENTS

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ZIMMER BIOMET

DEFERRED COMPENSATION PLAN

PREAMBLE

1. Zimmer Biomet Holdings, Inc. hereby establishes the Zimmer Biomet Deferred Compensation Plan, effective as of January 1, 2016. The purpose of the Plan is to provide a select group of the Company’s key management and highly compensated employees an opportunity, in accordance with the terms and conditions of the Plan, to defer the receipt of Compensation and have a portion of their Deferrals matched by the Company. By offering this Plan, the Company intends to build management loyalty and its business; provide a tax deferral alternative; permit deferral of amounts beyond the limits of its qualified plans; and further enhance its benefit plans. Notwithstanding any provision in the Plan to the contrary, this Plan supersedes all Prior Plans with respect to deferrals and Company contributions made with respect to compensation earned on or after January 1, 2016, and it is intended to comply with the requirements of Code section 409A.

2. The Plan is an unfunded benefit plan within the meaning of ERISA sections 201, 301, and 401 and the Code. Benefits payable under the Plan with respect to a Participant or Beneficiary will be paid from the general assets of the Company. The right of a Participant or Beneficiary to receive payment under the Plan is merely a contractual right to payment from the Company, and the Plan does not give Participants or Beneficiaries any interest in, or right to, any of the assets of the Company or any Affiliated Company other than as a general creditor of his or her employer.

3. Participation in the Plan is voluntary. A Participant may elect to defer a portion of his or her Compensation under the Plan and, at all times, will be 100% Vested in amounts credited to his or her Deferral Account. Amounts credited to a Participant’s Company Matching Contribution Account will become Vested as provided in the Plan.

ARTICLE I.

DEFINITIONS AND CONSTRUCTION

Section 1.1. Definitions . Whenever the following words and phrases are used in this Plan, with the first letter capitalized, they will have the meanings specified below.

(a) “Account” or “Accounts” means the bookkeeping accounts maintained for each Participant to record his or her Deferrals and any Company Matching Contribution Amounts allocated to him or her, as adjusted pursuant to Section 4.3.

(b) “Affiliated Company” means any company or corporation directly or indirectly controlled by Zimmer Biomet.

(c) “Base Salary” means that portion of a Participant’s compensation for services to the Company that is his or her annual base salary, excluding bonuses, Performance Bonuses, Commissions, incentive and all other remuneration for services rendered to the Company or any Affiliated Company.

(d) “Beneficiary” or “Beneficiaries” means the person or persons, including a trustee, personal representative or other fiduciary, last designated in writing by a Participant in accordance with procedures established by the Committee (or its designee), in accordance with Section 6.2, to receive any benefits that may be payable under the Plan in the event of the Participant’s death.

(e) “Board of Directors” or “Board” means the Board of Directors of Zimmer Biomet.

(f) “Code” means the Internal Revenue Code of 1986, as amended.

(g) “Commissions” means any compensation, in addition to Base Salary and Performance Bonus, paid to a Participant as an employee of the Company under any employment or compensation agreement or incentive arrangement in connection with the sales of the products of the Company or an Affiliated Company, provided: (1) a substantial portion of the Participant’s services to the Company consists of the direct sale of a product or a service to a customer that is not related or treated as related to the Company or to the Participant (under Treasury regulation 1.409A-1(f)(2)(ii) and (iv)); (2) the amount the Company pays to the Participant consists either of a portion of the purchase price of the product or service or of an amount substantially all of which is calculated by referenced to volume of sales; and (3) payment is either contingent upon the Company receiving payment from an unrelated customer (as described in clause (1)) or, if consistently applied to all similarly situated service providers, is contingent upon the closing of a sales transaction and such other requirements as the Company may specify before the closing of the sales transaction.

(h) “Committee” means the Benefits Committee of Zimmer Biomet, which administers the Plan as provided in Article VII.

(i) “Company” means Zimmer Biomet Holdings, Inc. and all Affiliated Companies designated by the Committee as Participating Companies.

(j) “Company Matching Contribution Account” means the Account maintained by the Company for each Participant that is credited with Company Matching Contribution Amounts, if any, allocated to the Participant, and net earnings and losses on those amounts, as provided in Section 4.2.

(k) “Company Matching Contribution Amount” means an amount, if any, credited by the Company to a Participant’s Company Matching Contribution Account for a Plan Year pursuant to Section 4.2.

(l) “Compensation” means, with respect to a Participant for a Plan Year, the sum of the Participant’s Base Salary and Performance Bonus included in the Participant’s wages for income tax purposes for the Plan Year, increased by amounts of Base Salary and Performance Bonus that would have been included in the Participant’s wages for the

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year but for the Participant’s election pursuant to Code section 125 or 401(k), this Plan or the Zimmer Biomet Holdings, Inc. Executive Performance Incentive Plan. Amounts distributed from a Participant’s Accounts in any Plan Year will not be considered Compensation again in the year of distribution.

(m) “Deferral Account” means the Account maintained by the Company for each Participant that is credited with the Participant’s Deferrals, and net earnings and losses on those amounts, as provided in Section 4.1.

(n) “Deferrals” means the portion of a Participant’s Compensation that he or she elects to defer pursuant to Section 4.1.

(o) “Disability” means a condition of a Participant who is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months, (1) unable to engage in any substantial gainful activity, or (2) receiving income replacement benefits for a period of not less than three (3) months under an accident and health plan maintained by the Company for employees, within the meaning of Code section 409A(a)(2)(C) and Treasury regulation section 1.409A-3(i)(4).

(p) “Distributable Amount” means the Vested balance in the Participant’s Accounts.

(q) “Distribution Event” means, with respect to a Participant, the earliest to occur of (1) the Participant’s Separation from Service, (2) the Participant’s Scheduled Withdrawal Payment Date, (3) the Participant’s Disability, (4) approval of a Hardship Distribution, or (5) the Participant’s death.

(r) “Effective Date” means January 1, 2016.

(s) “Eligible Employee” means any common law employee of Zimmer Biomet or a Participating Company who is in salary grade Z07 or higher (which ensures that the employee is a key management or highly compensated employee of the Company). Eligible Employee shall include an employee who was actively participating in the Biomet, Inc. Deferred Compensation Plan (“Biomet Plan”) on December 31, 2015; provided, however, that the Committee may terminate the employee’s participation in the Plan in the event of a decrease in salary or salary grade.

(t) “ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time.

(u) “Hardship Distribution” means a distribution due to an “Unforeseeable Emergency” pursuant to Section 6.3.

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(v) “Initial Election Period” means the period selected by the Committee or its designee immediately preceding the Plan Year beginning after the date on which an individual first becomes an Eligible Employee.

(w) “Measurement Fund” means one of the mutual funds, insurance company separate accounts, indexed rates, or other measurements of investment performance selected from time to time by the Committee, in its sole discretion, for the purpose of providing the basis on which investment gains and losses will be attributed to Participant’s Accounts, as provided in Section 3.4.

(x) “Participant” means an Eligible Employee who becomes a participant in this Plan in accordance with Article II.

(y) “Participating Company” means an Affiliated Company that the Committee has designated for participation in the Plan and whose Eligible Employees are thereby eligible to participate in the Plan.

(z) “Payment Date” means, with respect to a Distribution Event, a date within the 90-day period immediately following the date on which the Distribution Event occurs; provided, however, that if the Distribution Event is the Participant’s Scheduled Withdrawal Payment Date, the Payment Date will be the 15th day of the month and year as elected by the participant. If the Distribution Event is the Participant’s Scheduled Withdrawal Payment Date, the Payment Date will be the 15 ^th day of the month following that Scheduled Withdrawal Payment Date, or if the Distribution Event is the Participant’s Separation from Service, the Payment Date will be the 15 ^th day of the month following a six-month delay following Separation from Service.

(aa) “Performance Bonus” means, with respect to a Participant, any bonus intended to qualify as “performance-based compensation” under Code section 409A and Treasury regulation section 1.409A-1(e) and for which the Participant must be employed on the last day of the 12-month performance period and the date of payment to be entitled to receive the bonus. Amounts distributed from a Participant’s Accounts in any Plan Year are not considered a Performance Bonus again in the year of distribution.

(bb) “Plan” means this Zimmer Biomet Deferred Compensation Plan, as amended from time to time.

(cc) “Plan Year” means the calendar year.

(dd) “Prior Plans” means the Biomet, Inc. Deferred Savings Plan, the Biomet, Inc. Deferred Compensation Plan, the Zimmer Biomet Holdings, Inc. Benefit Equalization Plan, the Zimmer Biomet Holdings, Inc. Executive Performance Incentive Plan, and the Zimmer Biomet Holdings, Inc. Stock Incentive Plan.

(ee) “Retirement” means a Participant’s voluntary Separation from Service after reaching age 65, or 55 with 10 years of service from the Company.

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(ff) “Savings Plan” means the Zimmer Biomet Holdings, Inc. 401(k) Savings Plan.

(gg) “Scheduled Withdrawal Payment Date” means the date elected by the Participant pursuant to Section 3.2(a) for payment of amounts from his Accounts that will be deferred in a given Plan Year, as adjusted for attributable earnings and losses, to be made or to commence as set forth on the Participant’s election form (electronically or otherwise) for that Plan Year. A Participant’s Scheduled Withdrawal Payment Date can be no earlier than two years from the last day of the Plan Year for which the applicable Deferrals are credited to the Participant’s Account.

(hh) “Separation from Service” means, with respect to a Participant, the complete termination of the employment relationship between the Participant and the Company and all Affiliated Companies for any reason other than death. Whether a Separation from Service has occurred will be determined in accordance with Code section 409A(2)(A)(i) and Treasury regulation section 1.409A-1(h).

(ii) “Unforeseeable Emergency” has the meaning given to that term in Section 6.3.

(jj) “Vested” means, with respect to an Account, that portion of the Participant’s interest in the Account that is nonforfeitable, as determined under Article V.

(kk) “Year of Service” means each 12 calendar months of service with the Company from the Participant’s employment date.

(ll) “Zimmer RIP” means the Zimmer Biomet Holdings, Inc. Retirement Income Plan (formerly known as the Zimmer Holdings, Inc. Retirement Income Plan).

Section 1.2. Rules of Construction .

(a) The Plan is intended to comply with (i) Code section 409A and (ii) the applicable provisions of ERISA, and it will be interpreted and administered accordingly. Except as provided in the preceding sentence or as otherwise expressly provided in this document, the Plan will be construed, enforced, and administered, and its validity determined, in accordance with the internal laws of the State of Indiana, without regard to conflict of law principles, and the following provisions of this Section.

(b) Words used in the masculine gender will be construed to include the feminine gender where appropriate, and vice versa.

(c) Words used in the singular will be construed to include the plural where appropriate, and vice versa.

(d) The headings and subheadings in the Plan are inserted for the convenience of reference only and are not to be considered in the construction of any provision of the Plan.

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ARTICLE II.

PARTICIPATION

Section 2.1. In General . An Eligible Employee will become a Participant only after completing such forms (electronically or otherwise) and making such elections as the Committee (or its designee) may prescribe, including an agreement to be bound by the terms of the Plan and all determinations of the Committee.

Section 2.2. Participation . An Eligible Employee will become a Participant by electing to defer Compensation in accordance with Section 3.1 and such procedures as may be established from time to time by the Committee (or its designee). An Eligible Employee who is hired during a Plan Year may not participate in the Plan until the commencement of the next Plan Year. An individual who, at any time, ceases to be an Eligible Employee, other than an Eligible Employee who (a) becomes employed by an Affiliated Company that is not a Participating Company or (b) is transferred to an international assignment, will continue to be eligible to defer Compensation until the end of the Plan Year in which he or she ceases to be an Eligible Employee, and no future Deferrals will be allowed until such time as the individual again becomes an Eligible Employee. In such a case, the individual will remain a Participant with respect to amounts already deferred but not yet withdrawn or distributed. A Participant will remain a Participant until all amounts to which he or she is entitled under the Plan have been paid.

Section 2.3. Transferred Employees . An Eligible Employee who (a) becomes employed by an Affiliated Company that is not a Participating Company, or (b) is transferred to an international assignment, will not be eligible to make any further Deferrals under the Plan; however, he or she will remain a Participant in the Plan with respect to amounts already deferred but not yet withdrawn or distributed. Any Deferrals for the current Plan Year will terminate as of the date of transfer.

Section 2.4. Amendment of Eligibility Criteria . The Committee (or its designee) may, in its discretion, change the criteria for eligibility to comply with all applicable laws relating to salary grade and compensation levels; provided, however, that no change in the criteria for eligibility of any executive officer of the Company will be effected unless those changes are (a) within parameters established by the Compensation and Management Development Committee of the Board, or (b) approved by the Compensation and Management Development Committee of the Board.

ARTICLE III.

DEFERRAL ELECTIONS AND COMPANY MATCHING CONTRIBUTION AMOUNTS

Section 3.1. Elections to Defer Compensation and/or Performance Bonuses .

(a) Initial Election Period . Subject to the provisions of Article II, each Participant may elect to defer Compensation by filing with the Committee (or its designee) an election that conforms to the requirements of this Section 3.1, on a form (electronically or otherwise) provided by the Committee (or its designee), no later than the last day of his or her Initial Election Period.

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(b) Deferral of Base Salary - General Rule . The amount of Base Salary that a Participant may elect to defer is limited to Base Salary earned on or after the time at which the Participant makes an election to defer in accordance with subsection (a). A Participant may defer up to 50% of his or her Base Salary, provided that the total amount deferred by the Participant will be limited in any calendar year, if necessary, to satisfy Social Security tax (including Medicare), income tax, and employee benefit plan withholding requirements, each as applicable, as determined in the sole and absolute discretion of the Committee (or its designee). The Committee (or its designee) may establish certain minimum contribution amounts from time to time with respect to particular Plan Years.

(c) Duration of Election to Defer Base Salary A Participant’s initial election to defer Base Salary must be received by the Committee (or its designee) prior to the last day of the Participant’s Initial Election Period and will be effective with respect to Base Salary received in the Plan Year after the deferral election is processed and for the duration of that Plan Year. Except as provided in subsection (e), a Participant’s deferral election will continue in effect for the entire Plan Year. A Participant must make a new deferral election for each Plan Year by filing a new election on or before the end of the election period (as established by the Committee or its designee) prior to the beginning of the next Plan Year, which election will be effective on the first day of the next Plan Year.

(d) Deferral of Performance Bonuses – Special Rule . Notwithstanding the preceding provisions of this Section, a Participant may elect to defer up to 95% of his or her Performance Bonus in accordance with the special rules applicable to performance-based compensation under Code section 409A and Treasury regulation section 1.409A-2(a)(8). Any such election with respect to the performance period for the Performance Bonus must be received by the Committee or its designee not later than the December 31 ^st immediately preceding that performance period. Any such election will become irrevocable as of January 1 of the performance period for the Performance Bonus. Any election made under this subsection (d) will be effective only for the performance period to which it relates.

(e) Suspension of Deferral Election Due to Unforeseeable Emergency . A Participant’s Deferrals may be suspended for the remainder of a Plan Year if the Participant applies for a Hardship Distribution and the Committee (or its designee) determines, pursuant to Section 6.3, that the Unforeseeable Emergency giving rise to the Participant’s Hardship Distribution request can be relieved, in whole or in part, through the cessation of Deferrals under the Plan.

(f) Separation from Service; Re-employment . A Participant’s Deferrals will cease upon the Participant’s Separation from Service. Upon re-employment with the Company as an Eligible Employee following a Separation from Service, a Participant (or former Participant) may make a new election in accordance with the provisions of subsection (a).

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Section 3.2. Elections as to Timing and Form of Payment of Benefits .

(a) Election of Scheduled Withdrawal Payment Date . At the time a Participant makes a deferral election pursuant to Section 3.1, the Participant will also elect his Scheduled Withdrawal Payment Date, if any, for the payment of the Participant’s Vested Accounts attributable to those Deferrals. The Participant will communicate this timing decision by submitting an applicable form (electronically or otherwise) to the Committee or its designee. Notwithstanding any other provision to the contrary under the Plan, if installments for a Participant’s Scheduled Withdrawal Payment Date have not commenced prior to the Participant’s Separation from Service, the form of the distribution will follow the form elected as of the Participant’s Separation from Service, and if the installments for a Participant’s Scheduled Withdrawal Payment Date have commenced prior to the Participant’s Separation from Service, the form of the distribution will follow the installment form elected with respect to that Scheduled Withdrawal Payment Date.

(b) Election of Form of Payment . At the time a Participant makes a deferral election pursuant to Section 3.1, the Participant will also elect the form of the distribution for those Deferrals, as described in subsection (c). The Participant will communicate this form of payment decision by submitting an applicable form (electronically or otherwise) to the Committee (or its designee).

(c) Forms of Payment . A Participant may elect either (i) a lump sum payment on the Participant’s Payment Date, or (ii) substantially equal annual installment payments over a period of (A) two (2) to five (5) years as the form of distribution for a Scheduled Withdrawal Payment Date, or (B) five (5) to fifteen (15) years as the form of distribution for a Separation from Service, provided that any minimum balance established by the Committee (or its designee) for installments is met. If all or any portion of an Account is payable in installments, the first installment will be paid as of the Participant’s Payment Date, and the remaining installments will be paid on each applicable anniversary of the Payment Date. Each installment will consist of a percentage of the Account, which will be equal to (i) one, divided by (ii) one plus the number of installments remaining after the installment for which the calculation is being made. If the Participant does not elect a form of payment pursuant to this subsection (c), he or she will be deemed to have elected a lump sum.

Section 3.3. No Subsequent Elections Regarding Timing and Form of Payment . Except as provided in Article VI of this Plan, a Participant may not revoke or revise a prior election as to the timing and form of payment under the Plan.

Section 3.4. Deemed Investment Elections .

(a) At the time of making the deferral elections described in this Article III, the Participant will designate, on a form (electronically or otherwise) provided by the Committee (or its designee), the Measurement Fund(s) in which the Participant’s Accounts will be deemed to be invested for purposes of determining the amount of earnings and losses to be credited to those Accounts. On a form (electronically or

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otherwise) provided by the Committee (or its designee), a Participant may change each of his or her deemed investment allocations at least monthly or more frequently as permitted by the Committee or its designee. If a Participant fails to elect a Measurement Fund under this Section, he or she will be deemed to have elected the Measurement Fund selected by the Committee to be the default Measurement Fund pursuant to subsection (b).

(b) The Committee, in its sole and absolute discretion, will select the Measurement Funds to be available under the Plan. The Committee may, in its sole and absolute discretion, discontinue, substitute, or add a Measurement Fund at any time for any reason. The Committee, in its sole and absolute discretion, will select one of the Measurement Funds as the default Measurement Fund, to serve as the measure of investment earnings and losses on the Accounts of Participants who fail to elect a Measurement Fund pursuant to subsection (a), and the Committee may change its selection of the default Measurement Fund from time to time in its sole and absolute discretion.

(c) Although a Participant may designate the type of investments in which his or her Accounts will be deemed to be invested for earnings calculation purposes, the Committee will not be bound by such a designation; that is, the amounts credited to a Participant’s Accounts might not actually be invested in the underlying designated Measurement Fund(s). The designation of a Measurement Fund will not require the Company to invest or earmark its general assets in any particular manner. The Accounts will be hypothetically invested in the designated Measurement Fund(s), and net gains and losses associated with the Measurement Fund(s) will be credited or debited to the Accounts, as applicable, as provided in Section 4.3.

Section 3.5. Company Matching Contribution Amounts

(a) In General . If a Participant makes Deferrals of Compensation during a Plan Year, the Participant’s Company Matching Contribution Account will be credited with Company Matching Contribution Amounts as provided in this Section 3.5 if the Participant meets the eligibility requirements described in subsection (b). A Participant’s Company Matching Contribution Amounts for a Plan Year will be determined under subsection (c) or (d), whichever is applicable.

(b) Eligibility for Company Matching Contribution Amounts .

(i) To be credited with Company Matching Contribution Amounts for a Plan Year, a Participant must be employed by the Company on the last day of the Plan Year. Matching Contributions Amounts will be credited to respective Participants’ Accounts by the last day of January following the Plan Year.

(ii) Notwithstanding the foregoing, a Participant who is not employed by the Company on the last day of the Plan Year will still be credited with Company Matching Contribution Amounts for the Plan Year

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if the Participant (A) had a Separation from Service during the Plan Year by reason of the Participant’s Retirement or Disability, or (B) died during the Plan Year while he or she was employed by the Company or an Affiliated Company. In this case, the Company Matching Contribution Amounts will be credited to the Participant’s Account on the Participant’s Scheduled Payment Date.

(c) Company Matching Contribution Amounts for Participants Accruing Benefits Under the Zimmer RIP . If a Participant who is eligible to be credited with a Company Matching Contribution Amount for a Plan Year was also accruing benefits under the Zimmer RIP during all or part of the Plan Year, the Participant’s Company Matching Contribution Amount for the Plan Year will be equal to seventy-five percent (75%) of the first three percent (3%) of Compensation that the Participant deferred under the Plan for the Plan Year, less any match under the Savings Plan for the same Plan Year.

(d) Company Matching Contribution Amounts for Participants Not Accruing Benefits Under the Zimmer RIP . If a Participant who is eligible to be credited with a Company Matching Contribution Amount for a Plan Year did not accrue any benefits under the Zimmer RIP during the Plan Year, the Participant’s Company Matching Contribution Amount for the Plan Year will be equal to the lesser of (i) the Deferrals credited to the Participant’s Deferral Account for the Plan Year, or (ii) six percent (6%) of the Participant’s Compensation deferred under the Plan for the Plan Year, and less any match under the Savings Plan for the same Plan Year.

ARTICLE IV.

PARTICIPANT ACCOUNTS AND UNFUNDED NATURE OF THE PLAN

Section 4.1. Deferral Accounts . The Committee (or its designee) will establish and maintain a Deferral Account for each Participant under the Plan. As soon as administratively feasible after amounts are withheld and deferred from a Participant’s Base Salary and Commissions and/or Performance Bonus, the Committee (or its designee) will credit the Participant’s Deferral Account with an amount equal to the Base Salary and Commissions and/or Performance Bonus deferred by the Participant in accordance with the Participant’s election(s) pursuant to Section 3.1

Section 4.2. Company Matching Contribution Accounts . The Committee (or its designee) will establish and maintain a Company Matching Contribution Account for each Participant who is credited with a Company Matching Contribution Amount under Section 3.5. As soon as practicable after the end of a Plan Year, the Company Matching Contribution Amount, if any, credited to a Participant for that Plan Year will be credited to the Participant’s Company Matching Contribution Account.

Section 4.3. Adjustment for Earnings and Losses . Pursuant to rules and procedures acceptable to the Committee, for each day on which the securities markets in the United States are open for trading, the Committee’s designated record keeper for the Plan will adjust each Participant’s Account(s) to reflect investment returns or losses of the Measurement Funds selected by the Participant pursuant to Section 3.4.

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Section 4.4. Accounts are Unfunded . The Plan is unfunded. The maintenance of individual accounts is for bookkeeping purposes only. The Company is not obligated to acquire, segregate, or set aside, in trust or otherwise, any assets of any kind for the discharge of its obligations under the Plan, nor will any Participant have any property rights in any particular assets held by the Company, whether or not held for the purpose of funding the Company’s obligations under the Plan.

Notwithstanding the foregoing, if a Participant was a participant under the Biomet Plan on December 31, 2015 and an Eligible Employee in this Plan on January 1, 2016, then that Participant shall be deemed to be 100% vested in all accounts.

If a Participant has a Separation from Service before his or her Company Matching Contribution Account is fully Vested, the Participant will irrevocably forfeit the portion of his or her Company Matching Contribution Account that is not Vested, and in no event will a portion of a Participant’s Company Matching Contribution Account be distributed before it is Vested. Any forfeitures of Company Matching Contribution Accounts will be retained by the Company.

Section 5.3. Termination for Cause . Notwithstanding anything to the contrary in the Plan, if an Executive is terminated for “Cause,” as defined below, or information is discovered after the Executive’s separation that would have allowed the Company to terminate for Cause,

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then the Executive shall forfeit any and all amounts in his Company Matching Contribution Account. For Purposes herein, “Cause” means (1) the willful and continued failure by the Executive to substantially perform the Executive’s duties with the Company (other than any such failure resulting from the Executive’s incapacity due to physical or mental illness) for a period of at least 30 consecutive days after a written demand for substantial performance is delivered to the Executive by the Board, which demand specifically identifies the manner in which the Board believes that the Executive has not substantially performed the Executive’s duties; (2) the Executive willfully engages in conduct that is demonstrably and materially injurious to the Company or its subsidiaries, monetarily or otherwise; or (3) the Executive is convicted of, or has entered a plea of no contest to, a felony.

ARTICLE VI.

DISTRIBUTIONS

Section 6.1. Distribution of Participants’ Accounts .

(a) Distribution of Small Accounts Due to Separation from Service . In the case of a Participant who incurs a Distribution Event due to Separation from Service and has a total Vested Account balance less than the applicable dollar amount under Code section 402(g)(1)(B), the Distributable Amount will be paid to the Participant in a lump sum distribution on the Participant’s Payment Date; provided, however, that no such acceleration will be permitted under this Section to the extent that (i) the payment would not otherwise result in the complete liquidation of the Participant’s entire interest under the Plan, including all agreements, methods, programs or other arrangements with respect to which deferrals of compensation are treated as having been deferred under a single nonqualified deferred compensation plan under Treasury regulation section 1.409A-1(c)(2), and (ii) the sum of all such payments would exceed the applicable dollar amount under Code section 402(g)(1)(B).

(b) Distribution Due to Separation from Service or Scheduled Withdrawal Payment Date of all other Accounts . In the case of a Participant who incurs a Distribution Event due to Separation from Service and has a Vested Account balance, including amounts deferred under all agreements, methods, programs or other arrangements with respect to which deferrals of compensation are treated as having been deferred under a single nonqualified deferred compensation plan under Treasury regulation section 1.409A-1(c)(2), of more than the applicable dollar amount under Code section 402(g)(1)(B), or has elected Scheduled Withdrawal Payment Date, the Participant will receive, or will begin to receive if payable in installments, his or her Distributable Amount, in the form elected by the Participant as of his or her Payment Date.

(c) Distribution Due to Death . In the case of a Participant who dies before his or her Accounts have been distributed in full, the Participant’s Beneficiary will receive the total undistributed Vested balance in the Participant’s Accounts in a lump sum distribution within 90 days following the date of the Participant’s death.

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(d) Distribution Due to Disability . In the case of a Participant who incurs a Distribution Event due to Disability, the Participant will receive the total undistributed Vested balance in the Participant’s Accounts in a lump sum distribution within 90 days following the date on which the Committee (or its designee) determines that the Participant has incurred a Disability. The determination of Disability will be made in accordance with the Company’s long-term disability plan in effect at the time of the Participant’s claim of Disability, provided the definition of disability applied under that disability plan complies with this Plan’s definition of Disability.

(e) Earnings . A Participant’s Accounts will continue to be adjusted for earnings and losses pursuant to Section 4.3 until all amounts credited to his or her Accounts under the Plan have been distributed.

Section 6.2. Designation of Beneficiary . A Participant may, in a time and manner determined by the Committee, designate a Beneficiary (including one or more contingent Beneficiaries) to receive any benefits payable under the Plan in the event of the Participant’s death. No Beneficiary designation will become effective until it is filed with the Committee (or its designee). Any Beneficiary designation will be revocable at any time through a written instrument filed by the Participant with the Committee (or its designee) with or without the consent of the previous Beneficiary. If a Participant fails to designate a Beneficiary or contingent Beneficiary, or if there is no surviving designated Beneficiary, then the Participant’s estate will be the Participant’s Beneficiary. If there is no surviving spouse to receive any benefits payable in accordance with the preceding sentence, then the Participant’s estate will be the Participant’s Beneficiary. Payment by the Company pursuant to any unrevoked Beneficiary designation, or to the Participant’s estate if no such designation exists, of all benefits owed under the Plan will terminate any and all liability of the Company with respect to the deceased Participant.

Section 6.3. Hardship Distribution . In the event of an Unforeseeable Emergency, a Participant will be permitted to elect a Hardship Distribution from his or her Vested Accounts prior to his or her Payment Date, subject to the following restrictions:

(a) The election to take a Hardship Distribution must be made by filing a form (electronically or otherwise) provided by and filed with the Committee (or its designee) in the time and manner determined by the Committee (or its designee).

(b) A Hardship Distribution may not be made unless the Committee (or its designee), in its discretion, determines that the distribution is necessary to alleviate an “Unforeseeable Emergency” within the meaning given to that term under Code section 409A and Treasury regulation section 409A-3(i)(3). In general, “Unforeseeable Emergency” means a severe financial hardship to the Participant resulting from a sudden and unexpected illness or accident of the Participant or of his or her dependent (as defined in Code section 152(a)), loss of a Participant’s property due to casualty, or other similar or extraordinary and unforeseeable circumstances arising as a result of events beyond the Participant’s control. The circumstances that would constitute an Unforeseeable Emergency will depend upon the facts of each case, but, in any case, a Hardship Distribution may not be made to the extent that the financial hardship resulting

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from the Unforeseeable Emergency is or may be relieved (1) through reimbursement or compensation by insurance or otherwise, (2) by liquidation of the Participant’s assets, to the extent the liquidation of assets would not itself cause severe financial hardship, or (3) by cessation of Deferrals under this Plan.

(c) The amount determined by the Committee (or its designee) as a Hardship Distribution will be paid in a single cash lump sum as soon as practicable after the end of the calendar month in which the Hardship Distribution is approved by the Committee (or its designee). The Hardship Distribution will be treated as taken pro rata from each of the Measurement Funds in which the Participant’s Accounts are deemed invested under Section 3.4.

(d) If a Participant receives a Hardship Distribution during a Plan Year, the Participant will be ineligible to defer Compensation under the Plan for the balance of the Plan Year and the following Plan Year.

Section 6.4. Distribution Upon Adverse Finding by the Internal Revenue Service . If the Internal Revenue Service asserts that amounts deferred by a Participant pursuant to the Plan are included in the Participant’s income for federal income taxes before distribution, the Committee (or its designee) will cause to be distributed to the Participant from his or her Vested Account an amount equal to all taxes, interest and penalties owed by the Participant as a result of that inclusion in taxable income.

Section 6.5. Inability to Locate Participant . In the event that the Committee (or its designee) is unable to locate a Participant or Beneficiary within two (2) years following the required Payment Date, the amounts credited to the Participant’s Accounts will be forfeited. If the Participant or Beneficiary later claims a benefit after it has been forfeited pursuant to the preceding sentence, the benefit will be reinstated without interest or earnings.

ARTICLE VII.

ADMINISTRATION

Section 7.1. Plan Administrator . The Committee will be the administrator of the Plan and will have full discretionary power and authority to administer the Plan in all its details.

Section 7.2. Committee Action . The Committee may act at meetings by affirmative vote of a majority of the members of the Committee. Any action permitted to be taken at a meeting may be taken without a meeting if, prior to the action, a written consent to the action is executed (manually or electronically) by all members of the Committee and filed with the minutes of the proceedings of the Committee. A member of the Committee cannot vote or act upon any matter that relates solely to himself or herself as a Participant. Any member or members of the Committee may execute any certificate or other written direction on behalf of the Committee.

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Section 7.3. Powers of the Committee as Administrator .

The Committee’s powers as administrator of the Plan will include, but will not be limited to, the following:

(a) To select the Measurement Funds in accordance with Section 3.4(b);

(b) To construe and interpret the terms and provisions of the Plan and to decide any and all questions arising under the Plan, including, without limitation, the power to remedy possible ambiguities, inconsistencies, or omissions by a general rule or particular decision;

(c) To determine the amounts to be distributed to any Participant or Beneficiary in accordance with the terms of the Plan and determine the person or persons to whom the amounts will be distributed;

(d) To maintain all records that may be necessary for the administration of the Plan;

(e) To provide for the disclosure of all information and the filing or provision of all reports and statements to Participants, Beneficiaries or governmental agencies as required by law;

(f) To make, publish, and enforce such rules for the regulation of the Plan and procedures for the administration of the Plan that are not inconsistent with the written terms of the Plan, as the Committee deems necessary or advisable for the efficient administration of the Plan;

(g) To allocate or delegate its powers to other persons;

(h) To appoint persons to carry out administrative and recordkeeping functions with respect to the Plan; and

(i) To take all other actions necessary for the administration of the Plan.

Section 7.4. Construction and Interpretation . The Committee will have full discretionary authority to construe and interpret the terms and provisions of the Plan, and the Committee’s interpretations or construction will be final and binding on all parties, including but not limited to the Company and any Participant or Beneficiary. The Committee will administer the Plan’s terms and provisions in a uniform and nondiscriminatory manner and in full accordance with any and all applicable laws.

Section 7.5. Information . To enable the Committee to perform its functions, the Company will supply full and timely information to the Committee or its designee on all matters relating to the Compensation of all Participants, their death or other events that cause termination of their participation in this Plan, and such other pertinent facts as the Committee may require.

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Section 7.6. Compensation, Expenses and Indemnity .

(a) The members of the Committee will serve without compensation for their services under the Plan.

(b) The Committee is authorized at the expense of the Company to employ such legal counsel as it may deem advisable to assist in the performance of its duties with respect to the Plan. Expenses and fees in connection with the administration of the Plan will be paid by the Company.

(c) To the extent permitted by applicable law, the Company will indemnify and hold harmless the Committee and each Committee member, the Board, and any delegate of the Committee who is an employee of the Company, against any and all expenses, liabilities and claims, including legal fees to defend against liabilities and claims arising out of their discharge in good faith of responsibilities under or incident to the Plan, other than expenses and liabilities arising out of willful misconduct. This indemnity will not preclude further indemnities that may be available under insurance purchased by the Company or provided by the Company under any bylaw, agreement or otherwise, as permitted under applicable law.

Section 7.7. Account Statements . At least once each year, each Participant will be furnished (electronically or otherwise) a statement setting forth the value of his or her Accounts.

Section 7.8. Claims and Appeals Procedures . Any person who believes that he or she is being denied a benefit to which he or she is entitled under the Plan must file a written claim for the benefit with the Committee (or its designee). If the Committee (or its designee) denies the claim in whole or in part, it will issue to the claimant a written notice explaining the reason(s) for the denial (with specific reference to the Plan provisions on which the denial is based), and describing any additional information or documentation that might enable the claimant to perfect his or her claim (with an explanation of why the information or documentation is necessary). The written notice will also include appropriate information as to the steps to be taken if the claimant wishes to request a review of the claim denial (including the time limits for requesting a review). Within sixty (60) days after receiving a written notice of denial, the claimant may submit a written request for a review of the initial denial to the Committee (or its designee), together with a written explanation of the basis for the request. The claimant or his or her duly authorized representative may, but need not, review pertinent documents and submit issues and comments in writing for consideration by the Committee (or its designee). If the claimant does not request a review within that sixty (60) day period, he or she will be barred from challenging the Committee’s (or its designee’s) determination. Within sixty (60) days after the Committee’s (or its designee’s) receipt of a request for review, the Committee (or its designee) will consider the request and provide the claimant with a written decision, which will include a written explanation of the reasons for the decision (with reference to the specific Plan provisions on which the decision is based). If special circumstances require an extension of the sixty (60) day time period for considering the claimant’s request for review, the Committee (or its designee) may extend that period by up to an additional sixty (60) days by notifying the claimant in writing, before the end of the original sixty day decision period, of the extension, the reasons for it, and when a decision can be expected. All interpretations, determinations, and decisions of the

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Committee (or its designee) with respect to any claim will be final and conclusive in the absence of clear and convincing evidence that the interpretation, determination, or decision was made arbitrarily or capriciously.

ARTICLE VIII.

MISCELLANEOUS

Section 8.1. Unsecured General Creditor . Participants and their Beneficiaries, heirs, successors, and assigns will have no legal or equitable rights, claims, or interest in any specific property or assets of the Company. No assets of the Company will be held in any way as collateral security for fulfilling the Company’s obligations under the Plan. Any and all of the Company’s assets will be, and remain, the general unpledged, unrestricted assets of the Company. The Company’s obligations under the Plan are merely an unfunded and unsecured promise of the Company to pay money in the future, and the rights of the Participants and Beneficiaries will be no greater than those of unsecured general creditors. It is the Company’s intention the Plan be unfunded for purposes of the Code and for purposes of Title I of ERISA, and the Plan will be interpreted to effectuate this result.

Section 8.2. Restriction Against Assignment . The Company will pay all amounts payable under the Plan only to the person or persons designated by the Plan and not to any other person or corporation. No part of a Participant’s Accounts will be liable for the debts, contracts, or engagements of any Participant, his or her Beneficiary, or successors in interest, nor will a Participant’s Accounts be subject to execution by levy, attachment, or garnishment or by any other legal or equitable proceeding, nor will any Participant or Beneficiary have any right to alienate, anticipate, sell, transfer, commute, pledge, encumber, or assign any benefits or payments under the Plan in any manner whatsoever (including, without limitation, under a domestic relations order). Any attempt to anticipate, alienate, sell, transfer, commute, assign, pledge, encumber or charge any distribution or payment from the Plan, voluntarily or involuntarily, will be null and void in all respects.

Section 8.3. Withholding . Notwithstanding any other provision of the Plan to the contrary, all payments under the Plan will be subject to reduction for all applicable tax withholdings and other legally or contractually required withholdings. To the extent that amounts credited under the Plan are includable in “wages” for purposes of Chapter 21 of the Code, or are otherwise includable in taxable income, prior to distribution the Company may deduct the required withholding with respect to the wages or income from compensation currently payable to the Participant, or the Committee or its designee may reduce the Participant’s Accounts under the Plan or require the Participant to make other arrangements satisfactory to the Company for the satisfaction of the Company’s withholding obligations.

Section 8.4. Amendment, Modification, Suspension or Termination . The Board (or its designee), in its sole discretion, may amend or terminate the Plan at any time, in whole or in part, except that no amendment or termination will operate (a) to reduce or deprive a Participant or Beneficiary of any benefit accrued prior to the time of the amendment or termination, (b) to result in an acceleration of the distribution of benefits under the Plan (due to a termination of the Plan or any other reason), unless the acceleration complies with Code section 409A and its

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interpretive regulations, or (c) to cause any other violation of Code section 409A or the guidance thereunder. Notwithstanding anything in the Plan to the contrary or any election of a Participant to the contrary, in the event that the Company, by action of the Board or its designee, terminates the Plan and all other agreements, methods, programs, and other arrangements sponsored by the Company with respect to which deferrals of compensation are treated as having been deferred under a single plan with this Plan under Treasury regulation section 1.409A-1(c)(2), the Company will have the discretion to accelerate the time of payment under the Plan, provided that no payments occur within twelve (12) months of the termination of those plans or agreements (other than payments that would be payable under the plans or agreements absent termination), all payments are made within twenty-four (24) months of termination of the plans or agreements, and for three (3) years following the date of termination of the Plan the Company does not adopt a new plan or agreement that would be aggregated with the Plan if the same participants participated in the new plan or agreement.

Section 8.5. Rules and Procedures Relating to Payments . Any payment to a Participant or Beneficiary in accordance with the provisions of the Plan will, to the extent of that payment, be in full satisfaction of all claims against the Committee and the Company. The Committee (or its designee) may require a Participant or Beneficiary, as a condition precedent to payment, to execute a receipt and release to that effect; provided, however, that in the event any review and rescission period extends into a new calendar year, any distribution will not be made until the last business day of February of such new year or, if earlier, 90 days from the event giving rise to the distribution; provided, however, that this provision shall not modify the 6-month delay provision in Section 6.6. Also, prior to paying any benefit under the Plan, the Committee (or its designee) may require a Participant or Beneficiary to provide such information or documentation as the Committee (or its designee), in its sole discretion, deems necessary for it to make any determination required under the Plan. To the extent permitted under Code section 409A, the Committee or its designee may delay payment until satisfied as to the correctness of the payment or the person to receive the payment or to allow the filing in any court of competent jurisdiction for a legal determination of the benefits to be paid and the person to receive them. The Committee specifically reserves the right to correct errors of every sort, and each Participant agrees, on his or her own behalf and on behalf of any Beneficiary, to any method of error correction specified by the Committee or its designee. The Committee is authorized to recover any payment made in error.

In the event that any amount becomes payable under the Plan to a minor or other person who, in the sole judgment of the Committee (or its designee), is considered by reason of physical or mental condition to be unable to give a valid receipt for the payment, the Committee (or its designee) may direct that the payment be made to the person’s spouse, parent, or other party found by the Committee (or its designee), in its sole judgment, to have assumed the care of the payee, unless a duly qualified guardian or other legal representative has been appointed, in which case payment will be made to that guardian or legal representative. Any payment made pursuant to the preceding sentence will constitute a full release and discharge of the Committee (or its designee) and the Company.

Section 8.6. Limitation of Rights and Employment Relationship . Neither the establishment of the Plan, nor any amendment of it, nor the creating of any fund or account, nor the payment of any benefits will be construed as giving to any Participant, Beneficiary, or other

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person any legal or equitable right against the Company except as provided in the Plan; and in no event will the terms of employment of any employee or Participant be modified or in any way be affected by the provisions of the Plan.

Section 8.7. Code Section 409A . The Company intends that all benefits and payments to be made to a Participant or Beneficiary under the Plan will be provided or paid in compliance with all applicable provisions of Code section 409A and its interpretive regulations, and the rulings, notices and other guidance issued by the Internal Revenue Service interpreting Code section 409A, and the Plan will be construed and administered in accordance with this intent. The Plan may be modified to the extent necessary to comply with all applicable requirements of, and to avoid the imposition of any additional tax, interest and penalties under, Code section 409A in connection with, or the benefits and payments to be provided or paid to a Participant or Beneficiary under, the Plan. Any such modification will maintain the original intent and benefit to the Company and the Participant of the applicable Plan provision, to the maximum extent possible without violating Code section 409A. All payments to be made upon a termination of employment under the Plan may only be made upon a “separation from service” under Code section 409A. Any payments that qualify for the “short-term deferral” exception or another exception under Code section 409A will be paid under the applicable exception. Further, for purposes of the limitations on nonqualified deferred compensation under Code section 409A, each payment of compensation under the Plan will be treated as a separate payment. In no event may a Participant, directly or indirectly, designate the calendar year of a payment. Although the Committee intends to administer the Plan in accordance with Code section 409A, the Company and the Committee make no guarantee of the tax consequences of participating in the Plan and will not be liable for income tax, interest, or additional taxes or penalties assessed against a Participant or Beneficiary for any reason.

Zimmer Biomet Holdings, Inc. has caused this Zimmer Biomet Deferred Compensation Plan to be signed by its duly authorized officers as of this 1st day of January, 2016.

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Exhibit 10.4

RESTATED

ZIMMER BIOMET HOLDINGS, INC.

LONG TERM DISABILITY INCOME PLAN

FOR HIGHLY COMPENSATED EMPLOYEES

Zimmer Biomet Holdings, Inc. (the “Company”) assumes sponsorship from Zimmer, Inc., and restates in its entirety the Long Term Disability Plan for Highly Compensated Employees (the “Plan”), effective January 1, 2016. The purpose of this Plan is to supplement the group long term disability income program and individual policies sponsored by Zimmer Biomet Holdings, Inc. for the benefit of eligible employees of the Company and its participating subsidiaries and affiliates.

The Plan is an unfunded employee welfare benefit plan, as defined in section 3(1) of ERISA, for the purpose of providing income protection for eligible highly compensated employees for an Employee’s Disability that extends beyond the period during which benefits are provided under the Company’s Short Term Disability Plan, subject to the terms of the Plan.

ARTICLE I

DEFINITIONS

Whenever used in this Plan, the following terms shall have the meanings hereinafter set forth unless a different meaning is plainly required by the context:

1.1 “ Base Group LTD Plan ” means the group long term disability plan provided by the Company to eligible employees and insured by Unum Insurance Company or its successor.

1.2 “ Benefit Waiting Period ” means the later of the 180-day period commencing on the date the Employee becomes Disabled or the end of any short term disability benefit provided by the Company. The Benefit Waiting Period shall be applied to each period of Disability. Successive periods of Disability shall be considered as one period of Disability unless the subsequent Disability is separated from the previous period of Disability by six months or more of full-time employment or is due to a cause or causes entirely unrelated to the previous Disability.

1.3 “ Benefits ” means the disability benefits paid each month to an Employee under the Plan who is Disabled.

1.4 “ Claims Administrator ” means the individual or entity that the Plan Administrator has designated as the Claims Administrator for the initial processing and determination of claims under the Plan.

1.5 “ Code ” means the Internal Revenue Code of 1986, as amended.

1.6 “ Company ” means Zimmer Biomet Holdings, Inc., a Delaware corporation.

1.7 “ Disability ” or “ Disabled ” shall have the same meaning as set forth in the Base Group LTD Plan.

1.8 “ Employee ” means a regular, full-time employee of the Employer who is on the U.S. payroll, actively working a regularly scheduled workweek of at least 40 hours and whose salaried grade is Z-7 or higher immediately prior to becoming “Disabled” under the Short Term Disability Plan.

1.9 “ Employer ” means the Company and the United States affiliates that are listed on Attachment A.

1.10 “ ERISA ” means the Employee Retirement Income Security Act of 1974, as amended.

1.11 “ Monthly Base Earnings ” means, as determined by the Employer, the Employee’s (a) basic monthly wages or salary, (b) 1/12th of 85% of sales commissions paid to the Employee in the previous calendar year, and (c) 1/12th of the average of the Employee’s bonus under the Company’s annual incentive plan for the year preceding the initial date of disability and the target bonus under that plan for the year in which the disability occurred. Monthly base earnings shall not include overtime, any gain on any form of an equity or option grant or any other additional remuneration or special bonus. Monthly Base Earnings shall be determined as of the day immediately preceding the commencement of the Employee’s Benefit Waiting Period. If on that date the Employee was receiving no basic wages or salary, his Monthly Base Earnings shall be determined as of the date on which he last received basic wages or salary.

1.12 “ Plan ” means the Restated Zimmer Biomet Holdings, Inc. Long Term Disability Income Plan for Highly Compensated Employees, as may be amended from time to time.

1.13 “ Plan Administrator ” means the Zimmer Biomet Holdings, Inc. Administrative Committee, which is the “named fiduciary” of the Plan, as defined in section 402(a)(2) of ERISA.

1.14 “ Plan Year ” means the calendar year.

1.15 “ Preexisting Disability ” means an injury, sickness or other condition that was connected to an Employee’s Disability for which an Employee in the three-month period preceding the Employee’s eligibility for coverage under the Base Group LTD Plan:

1.15.1 received medical treatment, consultation, care, services, or diagnosis;

1.15.2 took a prescription medication or had prescription medication prescribed; or

1.15.3 had symptoms or conditions which would cause a reasonably prudent person to seek diagnosis, care, or treatment.

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1.16 “ Short Term Disability Plan ” means the Zimmer Biomet Holdings, Inc. Short Term Disability Plan, as amended from time to time.

1.17 “ Supplemental Income Protection Plan ” or “ SIP Plan ” means the individual disability policies offered by the Company for each participant for additional disability benefits.

ARTICLE II

ELIGIBILITY

2.1 Eligible Employees . All Employees are eligible to participate in the Plan except for the following Employees and employees who are specifically excluded from the Plan:

2.1.1 All Employees of the Employer who are working in Puerto Rico.

2.1.2 All leased employees, as defined in section 414(n) of the Code, all independent contractors and all other individuals whom the Employer does not treat as its employees for federal income and employment tax purposes, even if it is subsequently determined by a court or the Internal Revenue Service that such individuals should be, or should have been, properly classified as common law employees of the Employer.

2.1.3 All temporary employees, as classified by the Company, regardless of the amount of hours that such employee works per week or year.

2.1.4 Employees whose terms of employment with the Employer are the subject of a collective bargaining agreement, unless such collective bargaining agreement specifically provides for the inclusion of such Employees under the Plan.

2.2 Commencement of Participation . Unless excluded above, an eligible Employee shall commence participation in the Plan on the later of (a) the 181 ^st day after commencing employment with the Employer or (b) the date his Employer is designated to participate in the Plan.

2.3 Preexisting Disability . An Employee who became “Disabled” within the first 12 months of his eligibility under the Base Group LTD Plan as a result of a Preexisting Disability shall not be eligible to receive Benefits under this Plan at any time for that Disability.

ARTICLE III

BENEFITS

Subject to the requirements contained throughout the Plan, the following sets forth the Benefits payable under the Plan:

3.1 Determination of Disability . The determination of whether an Employee is Disabled shall be based upon the final decision of the insurer for the Base Group LTD Plan; provided, however, that the Plan Administrator reserves the absolute right to determine whether and when the Employee forfeited any rights to Benefits for any reason set forth in Article IX.

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3.2 Duration of Payments . At the end of the Benefit Waiting Period, the Employee shall, unless the claim has been denied as provided in Article IX, be paid during the period he is Disabled the applicable Benefits as provided in Section 3.3, commencing with the day next following expiration of the Benefit Waiting Period (the “Benefit Commencement Date”) and ceasing on the earliest of the following dates:

3.2.1 the date the Employee ceases to be Disabled,

3.2.2 the date of failure to submit evidence of continuing Disability,

3.2.3 the date the Employee accepts or refuses a job offered to him by the Employer at a salary at least equal to that which he was earning immediately prior to his becoming Disabled, provided for purposes of this Section 3.2.3 that (i) he is qualified for such job by reason of education or experience, (ii) he is, or becomes, qualified by reason of training, and (iii) he does not have an impairment which prevents him from performing the essential duties of that job, or

3.2.4 the first day of the month next following the Employee’s 65th birthday if an Employee’s Benefit Commencement Date occurs before attaining age 63 and 6 months, (ii) the last day of the 18th calendar month after the Employee’s Benefit Commencement Date if an Employee’s Benefit Commencement Date occurs after attaining age 63 and 6 months but before attaining age 70, (iii) the last day of the 12th calendar month after the Employee’s Benefit Commencement Date if an Employee’s Benefit Commencement Date occurs after attaining age 70 but before attaining age 74, or (iv) the last day of the sixth calendar month after the Employee’s Benefit Commencement Date if an Employee’s Benefit Commencement Date occurs after attaining age 74.

Notwithstanding anything to the contrary in this Section 3.2, an Employee who is receiving Benefits under the Plan may elect under Section 7.4 of the Zimmer Biomet Holdings, Inc. Retirement Income Plan (the “Retirement Income Plan”) to have such Benefit payments cease for the purposes of retirement or early retirement under the Retirement Income Plan, and the Employee shall no longer be eligible to participate under this Plan.

3.3 Amount of Benefits . The monthly Benefit shall be an amount equal to 70% of the Employee’s Monthly Base Earnings, reduced by the total monthly amount of disability income or other amounts which are or should be payable or have been paid to the Employee from all the sources listed under Section 3.4 and Section 3.8 for the period he is receiving or is entitled to receive monthly Benefits under the Plan.

3.4 Benefit Offsets . Benefits under this Plan shall be offset fully by any income benefits, including lump sums, the employee receives or is entitled to receive from the following sources by virtue of his Disability:

3.4.1 The disability or retirement provisions of the Social Security Act and the Railroad Retirement Act, and the applicable Unemployment Compensation, Workers’ Compensation and Occupational Diseases Acts. Periodic cost-of-living increases in Social Security or Railroad Retirement benefits occurring after the individual becomes Disabled will

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not be offset against the individual’s Benefit under this Plan. If the individual is eligible for but has waived participation in the Social Security or Railroad Retirement program, or has failed to apply for benefits available under those programs, or has declined coverage or failed to apply for benefits available under the applicable Unemployment Compensation, Workers’ Compensation or Occupational Diseases Acts, his or her cash benefits under this Plan will be reduced by the amounts that would normally have been awarded under any of those programs.

3.4.2 Disability benefits payable under any federal, state or local worker’s compensation law or any employer liability law including any state disability program.

3.4.3 Disability benefits payable under any federal, state or local governmental plan with respect to which the Company has made contributions.

3.4.4 Disability benefits payable under any income replacement plan maintained by an Employer providing disability benefits, including qualified and non-qualified retirement plans (but excluding savings plans maintained by the Company), salary continuance plans, severance pay plans or arrangements and disability income plans other than this Plan.

3.4.5 Benefits under this Plan will also be offset by any settlement or damage award paid by the Employer to a recipient of Benefits under this Plan, to the extent that such settlement or award is attributable to lost earnings on account of disability.

3.4.6 Any and all disability benefits payable under the SIP Plan, including any catastrophic benefits. For purposes of determining the SIP Plan benefits, if a participant failed to enroll under the SIP Plan or converted the SIP Plan into a long term care program, he shall be deemed to have received the maximum benefits under the SIP Plan for purposes of offsetting benefits under this Plan.

3.5 Duty to Notify Claims Administrator . The Employee must inform the Claims Administrator of any disability income under 3.4.1 through 3.4.5 above that is paid to such Employee immediately upon receiving such payment. The failure to notify the Claims Administrator shall constitute grounds for the immediate termination of Benefits hereunder to that Employee.

3.6 Duty to Apply for Benefits . It shall be the responsibility of the Employee to apply for all benefits under 3.4.1 through 3.4.5 above to which he may be entitled and it shall be the further responsibility of the Employee to file an appeal following a denial of any such benefits. If within a reasonable period of time as determined in the sole discretion of the Plan Administrator or the Claims Administrator, the Employee fails to apply for such benefits or fails to file an appeal of a denial of such benefits, the Employee’s Benefits under the Plan shall be offset by the Claims Administrator’s reasonable estimate of the amount of such benefits to which the Employee would have been entitled had proper application or appeal been made, assuming that such application or appeal would have been successful.

3.7 Overpayment of Benefits . The Plan shall have the right to recover any overpayment of Benefits, either directly from the Employee or by deduction of the full amount of overpayment from any part or all of the Employee’s future Benefits that otherwise would have been payable under the Plan. Any such amount recovered shall be paid to the Company.

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3.8 Subrogation and Reimbursement .

3.8.1 By accepting payment of benefits under the Plan for any injury(ies) or illness(es) to which a third party(ies) may have caused or contributed, Employee assigns to the Plan all rights to any recovery from any source in an amount equal to the benefits paid to the Employee under the Plan.

As assignee, the Plan shall recover the first dollar the Employee is entitled to receive from any source for the Employee’s injury(ies) or illness(es) up to the amount paid by the Plan regardless of whether Employee is made whole, regardless of whether Employee has been paid for all of his or her claims for damages, and regardless of how the payment is described. The made whole doctrine shall not apply to the Plan’s right of assignment. The Plan’s right of assignment is a right of first reimbursement and takes priority over any person’s interest in such payment. As a result, the Plan shall automatically have a first priority lien upon the proceeds of any recovery Employee receives. The Plan’s right of assignment shall not be reduced by any attorney’s fees, court costs, or other expenses incurred by Employee to recover such payments. If the Plan is precluded from exercising its right of assignment, the Plan may exercise its right of subrogation and/or reimbursement as stated below.

3.8.2 If payments are made under this Plan because of injury to, or illness of, an Employee who has a lawful claim, demand or right against a third party or parties (including an insurance carrier or uninsured motorist coverage) for indemnification, damages or other payment with respect to such injury or illness, then:

a) The Plan shall be subrogated, to the extent of the payments made under this Plan, to the rights of the Employee to receive or claim such indemnification, damages or other payment.

b) The Employee and his/her legal counsel, if any, shall execute or secure the execution of such instruments as the Plan may reasonably require to enforce its rights hereunder; and

c) Any Employee who shall receive payment from any such third party or parties because of injury to, or illness of, an Employee shall first reimburse the Plan (before reimbursing any third parties) from such payment so received (but not in excess of the amount received) for all payments made, past, present, and future benefits under this Plan with respect to the same injury or illness.

d) Such first reimbursement shall be made to the Plan, without set-off for attorney fees or any other costs or expenses and without regard to whether the Employee has been “made whole” for his/her damages and the Plan shall hold an automatic first priority lien upon the proceeds of any reimbursement payment or recovery until it receives full reimbursement.

e) Should the Employee fail to reimburse the Plan first from any such payment received, the Plan may file suit to recover, and the Employee will be solely responsible for any court costs in connection with such suit.

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3.8.3 If Employee recovers from any source any amount for any injury(ies) or illness(es) for which the Plan paid benefits, Employee shall reimburse the Plan an amount equal to the amount paid by the Plan to the Employee. The Plan shall recover the first dollar Employee is entitled to receive from any source for injury(ies) or illness(es), regardless of whether Employee is made whole, regardless of whether Employee has been paid for all of his or her claims for damages, and regardless of how the payment is described. The make whole doctrine shall not apply to the Plan’s right of reimbursement.

The Plan’s right of reimbursement is a right of first reimbursement and takes priority over any person’s interest in such payment. As a result, the Plan shall automatically have a first priority lien upon the proceeds of any recovery Employee receives. The Plan’s right of reimbursement shall not be reduced by any attorney’s fees, court costs, or other expenses incurred by Employee to recover such payments. If the Plan is precluded from exercising its right of reimbursement, the Plan may exercise its right of subrogation.

3.8.4 Employee and his/her legal representative must cooperate fully with the Plan in asserting the Plan’s recovery rights under this section. Employee and his/her legal representative shall, upon request, provide all information and sign and return all documents requested by the Plan in enforcing the Plan’s rights under this Plan. If Employee and/or counsel refuse to cooperate or pay over any funds due to the Plan under this section, or adversely prejudice the Plan’s rights by any act or omission, the Plan Administrator may, in addition to the other rights set forth herein: offset, reduce or terminate any future benefits that may be payable to Employee.

3.9 Condition to Receive Benefits . As a condition to the receipt of Benefits, the Employee shall be required to execute all assignments, liens, and any other documents the Plan Administrator may deem necessary to secure such rights, including, but not limited to, agreements setting forth the Plan’s overpayment and subrogation recovery rights as set forth in Sections 3.7 and 3.8 above. The failure to execute or honor such assignment may result in the immediate disqualification, denial, or loss of Plan Benefits under Article IX of the Plan.

3.10 Payment for Part of a Month . In the event that an Employee is entitled to payment under the Plan for only part of a month, a portion of his/her monthly Benefit shall be payable calculated as follows: The amount of his/her monthly Benefit shall be divided by 30 to arrive at a daily rate, and such daily rate shall then be multiplied by the number of calendar days in the month during which the Employee was eligible for Benefits under the Plan.

ARTICLE IV

FUNDING

The Plan is funded through the general assets of the Company, which pays the full cost of the Plan. Employees are not required or permitted to contribute to the Plan.

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ARTICLE V

ADMINISTRATION

5.1 Plan Administrator . In addition to those discretionary authority and responsibilities provided elsewhere herein, the Plan Administrator shall have the discretionary authority and responsibility to:

5.1.1 determine whether an Employee is Disabled;

5.1.2 grant or deny an Employee’s claim for Benefits under the Plan;

5.1.3 require any person to furnish such information as the Plan Administrator may request for the purpose of the proper administration of the Plan and as a condition to receiving any Benefit under the Plan;

5.1.4 make and enforce such rules and regulations and prescribe the use of such forms as he deems necessary for the efficient administration of the Plan;

5.1.5 decide such questions as may arise in connection with the Plan including, but not limited to, questions concerning the eligibility of any Employee to participate in or receive Benefits under the Plan;

5.1.6 determine the amount of Benefits which shall be payable to an Employee in accordance with the provisions of the Plan and to authorize payment of such Benefits;

5.1.7 require as a condition of receiving any Benefits payable under the Plan, the filing of an authorization or release by the spouse of an Employee divesting such spouse of any rights in the Plan or in any payments thereunder which such spouse may have by operation of law under the laws of his matrimonial domicile or otherwise;

5.1.8 comply with all reporting and disclosure requirements with respect to the Plan;

5.1.9 interpret and construe the provisions of the Plan and to resolve ambiguities, inconsistencies and omissions therein, and to the extent the Plan Administrator shall determine to be necessary or appropriate, deviate from the literal terms of the Plan to operate the Plan in compliance with the provisions of applicable law;

5.1.10 employ legal counsel who may be counsel to the Company and such other specialists or persons as he deems necessary or desirable in connection with the administration of the Plan; and

5.1.11 delegate any of his responsibilities to other persons designated by him as he may deem necessary or appropriate, including, but not limited to, the determination of questions concerning the eligibility of any employee to participate in or receive benefits under the Plan, the interpretation and construction of the provisions of the Plan and the resolution of ambiguities, inconsistencies and omissions therein. The delegation of responsibilities will be effected by written instrument executed by the Plan Administrator.

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The above Sections 5.1.1 through 5.1.11 shall not be considered to be an exhaustive list of the Plan Administrator’s powers and the Plan Administrator shall be determined to have discretionary power to make any interpretations of the Plan and carry out any actions or inactions that he deems reasonable.

5.2 Claims Administrator . In addition to those discretionary authority and responsibilities provided elsewhere herein, the Plan Administrator has delegated to the Claims Administrator the following discretionary authorities and responsibilities:

5.2.1 to process the acceptance or denial of an initial claim for Benefits under the Plan;

5.2.2 to maintain records necessary for the administration of the claims review process;

5.2.3 to require any person to furnish such information as it may request for the purpose of the proper administration of the claims review process and as a condition to receiving any Benefits under the Plan;

5.2.4 to make and enforce such rules and regulations and prescribe the use of such forms as it deems necessary for the efficient administration of the claims review process;

5.2.5 to determine the amount of Benefits which shall be payable to an Employee in accordance with the provisions of the Plan and to authorize payment of such Benefits in connection with the claims review process;

5.2.6 to require as a condition of receiving any Benefits payable under the Plan in connection with the claims review process, the filing of an authorization or release by the spouse of an Employee divesting such spouse of any rights in the Plan or in any payments thereunder which such spouse may have by operation of law under the laws of his matrimonial domicile or otherwise;

5.2.7 to interpret and construe the provisions of the Plan and to resolve ambiguities, inconsistencies and omissions therein, and to the extent the Plan Administrator shall determine to be necessary or appropriate, deviate from the literal terms of the Plan to operate the Plan in compliance with the provisions of applicable law;

5.2.8 to decide all levels of appeals as set forth in Section 8.5 of the Plan;

5.2.9 to delegate any of its responsibilities as Claims Administrator to other persons designated by it as it may deem necessary or desirable in connection with the claims review process. The delegation of responsibilities will be effected by written instrument executed by the Claims Administrator.

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The determinations of the Plan Administrator and the Claims Administrator, or any of their delegates, as to any question involving the administration and interpretation of the Plan, shall be final, conclusive and binding upon all persons claiming any interest in or under the Plan except any such decision that may be appealed under Article VIII of the Plan or as otherwise provided by law. It is intended that any discretionary actions to be taken under the Plan by the Plan Administrator or the Claims Administrator, and any such actions taken by each person to whom the Plan Administrator or the Claims Administrator has delegated its responsibilities under the Plan, shall not be subject to de novo review if challenged in court, by arbitration or in any other forum, and shall be upheld unless found to be an abuse of discretion by the Plan Administrator, the Claims Administrator, or any of their delegates.

ARTICLE VI

TEMPORARY ABSENCES

If an Employee who has satisfied the eligibility requirements is absent from work due to a leave, his eligibility for Benefits, subject to the completion of the Benefit Waiting Period, will continue in accordance with the following provisions:

6.1 Military Leave . During a military leave of absence, coverage continues for 30 days or until the Employee enters military service, whichever is sooner. If an Employee becomes Disabled during the 30 days before entering military service, Benefits will be paid to him in accordance with the provisions of the Plan and will continue until recovery or the first day of military service, whichever is sooner.

6.2 Unpaid Leave . During an approved unpaid leave of absence, including an unpaid leave under the Company’s family leave of absence policy or the federal Family and Medical Leave Act, coverage continues for the full leave period at no cost to the Employee. If the Employee becomes Disabled during such leave of absence, and is Disabled on the day he is scheduled to return to work following such leave of absence, Benefit payments will be paid to him in accordance with the provisions of the Plan. If the Employee is on an unpaid leave immediately following a period in which he was Disabled, any subsequent disability during the unpaid leave will be eligible for benefits only under this Plan, and not the Short Term Disability Plan, and will be treated as a continuation of the Employee’s claim for which Benefits were paid immediately preceding the unpaid leave, even if the condition causing the disability is unrelated to the condition which caused the prior Disability.

ARTICLE VII

TEMPORARY WORK DUTY

In the event an Employee returns to work on a part-time or temporary basis, as permitted under the Base Group LTD Plan, any income earned shall be offset from the Benefits under this Plan.

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ARTICLE VIII

CLAIMS PROCEDURE

8.1 Filing a Claim with the Claims Administrator . During the Benefit Waiting Period, the Claims Administrator will provide the Employee with the necessary forms and documents to complete to enable the Employee to make a claim for Benefits under this Plan.

8.2 Necessary Information . To the extent that the Claims Administrator does not already have such information, the Employee will be required to provide information to the Claims Administrator including, but not limited to, the following:

8.2.1 his name and Social Security number;

8.2.2 his supervisor’s name and daytime telephone number;

8.2.3 the date he last worked;

8.2.4 the division/location where he works;

8.2.5 his job title and a brief description of his job duties;

8.2.6 his home address and telephone number; and

8.2.7 his doctor’s name, address and telephone number.

8.3 Prerequisite to Receiving Benefits . The Claims Administrator shall inform the Employee that no Benefits under the Plan will be paid until the Employee executes and submits an authorization for the release of medical information, an overpayment recovery agreement, a subrogation agreement, and any other forms that the Claims Administrator deems necessary to administer the Employee’s claim for Benefits.

8.4 Contact with Doctor . The Claims Administrator shall contact the Employee’s doctor to obtain information concerning the exact diagnosis, expected return to work date, subjective symptoms, objective findings and the extent to which the Employee’s condition prevents him from performing the essential duties of his usual occupation with the Company. Updated information concerning the Employee’s condition shall be required from the Employee’s doctor at reasonable intervals determined by the Claims Administrator based on the extent and severity of the Employee’s injury or illness. While the Claims Administrator may request additional information when it is necessary, it is the responsibility of the Employee to insure the cooperation of his medical providers in responding to such requests.

8.5 Claims Procedure for Claims Denied . The appeal procedures set forth in the Company’s Base Group LTD Plan shall be incorporated herein by reference, with the exception that the appeal shall be decided by the Zimmer Plan Administrator.

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ARTICLE IX

CIRCUMSTANCES WHICH MAY RESULT

IN DISQUALIFICATION, DENIAL OR LOSS OF BENEFITS

The Employee’s rights to receive and to continue receiving Benefits under this Plan may be denied by the Claims Administrator or Plan Administrator, in their discretion, for any of the following reasons:

9.1 Ineligibility . The Employee does not meet the eligibility requirements as set forth in Article II of the Plan.

9.2 Failure to Provide Required Information . The Employee fails to submit evidence of Disability or such forms, assignment, liens, agreements or other documents that the Plan Administrator or Claims Administrator deems necessary to administer the Plan.

9.3 Failure to Submit Evidence or Refusal of Examination . The Employee or the Employee’s doctor or other healthcare provider does not submit evidence of continuing Disability that has been requested or the Employee refuses an independent medical examination or other examinations or tests requested by the Company or the Claims Administrator to determine whether the Employee is Disabled.

9.4 Lack of Disability . The Employee is not, or ceases to be, Disabled.

9.5 Termination of Employment . The Employee has been terminated or voluntarily terminates employment with his Employer.

9.6 Failure to Comply with Doctor’s Requirements . The Employee is not under the regular care of a doctor as required by his condition or the Employee is not following the doctor’s treatment plan.

9.7 Specific Causes of Disability. The Disability results from (i) an intentionally self-inflicted injury; (ii) participating in an illegal act, or (iii) war or any act of war, declared or undeclared.

9.8 Participation in a Felony . The Employee participates in and is convicted of a felony offense. In this case, the Employee’s Disability shall be determined to have ceased as of the date that the Employee first participated in such felony offense.

9.9 Misconduct . The Employee commits or partakes in any fraud or any other act or omission detrimental to the Plan or the Company.

9.10 Breach . The Employee breaches any non-competition agreement with the Company, including any attempt to invalidate or restrict the terms of the agreement by judicial means.

9.11 Group Policy . Any termination of benefits under the Company’s Base Group LTD Plan shall cause benefits hereunder to terminate.

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9.12 Amendment/Termination of the Plan . The Company reserves the right to amend or terminate the Plan, including reducing or eliminating any amount of benefits then being paid to Employees who are Disabled. Employee shall never be deemed to have “vested” in any benefits or rights under this Plan.

ARTICLE X

GENERAL PROVISIONS

10.1 Limited Purpose of Plan . The Plan shall not be deemed to constitute a contract between an Employee and any Employer nor shall anything herein contained be deemed to give an Employee any right to be retained in the employ of any Employer or to interfere with the rights of the Employer to discharge any Employee at any time and to treat him without regard to the effect which such treatment might have upon him with respect to his participation in the Plan. In addition, no provision of the Plan is intended to guarantee that Benefit levels stated in the Plan will remain unchanged in the future.

10.2 Non-alienation of Benefits . Except as may be prohibited by law, no right or interest of any Employee in the Plan and no payment of any Benefits under the Plan to any Employee shall be subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or charge, whether voluntary or involuntary, and any attempt to so anticipate, alienate, sell, transfer, assign, pledge, encumber or charge the same shall be void. Nor shall any such right, interest, benefit, distribution or payment be in any way liable for or subject to the debts, contracts, liabilities, engagements or torts of any person entitled to such right, interest, benefit, distribution or payment. If any Employee is adjudicated bankrupt or purports to anticipate, alienate, sell, transfer, assign, pledge, encumber or charge any such right, interest, benefit, distribution or payment, voluntarily or involuntarily, the Plan Administrator, in his discretion, may hold or apply or cause to be held or applied such right, interest, benefit, distribution or payment or any part thereof to or for the benefit of such Employee in such manner as the Plan Administrator shall direct.

10.3 Facility of Payment . If the Plan Administrator determines that any person entitled to Benefits under the Plan is incompetent or is unable to care for his affairs by reason of physical or mental disability, the Plan Administrator may cause all payments thereafter becoming due to such person to be made to any other person for his benefit, without responsibility to follow the application of amounts so paid. Benefit payments made pursuant to this provision shall completely discharge Zimmer Biomet Holdings, Inc., its subsidiaries and affiliates, the Plan Administrator and the Claims Administrator with respect to such Benefit payments.

10.4 Fiduciary Responsibility . It is intended that, to the maximum extent permitted by ERISA, each person who is a “fiduciary” with respect to the Plan (as that term is defined in section 3(21) of ERISA) shall be responsible for the proper exercise of his own powers, duties, responsibilities and obligations under the Plan, as shall be each person designated by any fiduciary to carry out any fiduciary responsibility with respect to the Plan, and no fiduciary or other person to whom fiduciary responsibilities are allocated shall be liable for any act or omission of any other fiduciary or of any other person designated to carry out any fiduciary or other responsibility under the Plan. Any fiduciary under the Plan, and any person

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to whom any such fiduciary may have delegated any duty or power in connection with the administration of the Plan, the Company, and the officers and directors thereof, shall be entitled to rely conclusively upon and shall be fully protected in any action omitted, taken or suffered by them in good faith in reliance upon any actuary, accountant, counsel or other specialist or person selected in accordance with the provisions of the Plan or in reliance upon any tables, evaluations, certificates, opinions or reports which shall be furnished by any of them or any insurance company.

10.5 Exclusive Benefit Rule . The Plan Administrator and the Claims Administrator shall administer the Plan for the exclusive benefit of the Employees.

10.6 Governing Law . The provisions of the Plan shall be construed, administered and governed under the laws of the State of Indiana to the extent such laws have not been superseded by ERISA.

10.7 Compensation and Expenses . All ordinary and necessary expenses of the administration of the Plan shall be paid by the Company.

10.8 Construction . For purposes of interpretation of the Plan, the masculine pronoun includes the feminine, and the singular includes the plural, wherever appropriate. In addition, the headings for each Article and Section are intended for reference only, and if there is any conflict between such headings and the text of this Plan, the text shall control.

ARTICLE XI

AMENDMENT AND TERMINATION OF THE PLAN

11.1 Amendment . The Company may amend the Plan at any time and from time to time. Any amendment, modification, suspension or termination of any part or all of the Plan may be made by the Plan Administrator, except that amendments causing an additional material expense to the Company will require the approval of the Zimmer Biomet Holdings, Inc. Benefits Committee.

11.2 Termination . While the Company and each Employer intends to continue the Plan indefinitely, the Company reserves the right to terminate the Plan at any time through action taken by its Board of Directors or its duly authorized officers and each Employer reserves the right to terminate its participation in the Plan at any time.

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Exhibit 10.5

FIRST AMENDMENT TO THE RESTATED

BENEFIT EQUALIZATION PLAN

OF ZIMMER HOLDINGS, INC. AND ITS SUBSIDIARY OR AFFILIATED

CORPORATIONS PARTICIPATING IN THE ZIMMER HOLDINGS, INC.

RETIREMENT INCOME PLAN OR THE ZIMMER PUERTO RICO RETIREMENT

INCOME PLAN

This First Amendment to the Restated Benefit Equalization Plan of Zimmer Holdings, Inc. and its Subsidiary or Affiliated Corporations Participating in the Zimmer Holdings, Inc. Retirement Income Plan or the Zimmer Puerto Rico Retirement Income Plan (the “Plan”) is hereby adopted by Zimmer Biomet Holdings, Inc. (the “Company”), effective as of December 31, 2015.

WHEREAS, the Company, formerly known as Zimmer Holdings, Inc., maintains the Plan, a non-qualified deferred compensation plan, for the benefit of certain participants in the Company’s tax-qualified defined benefit pension plans maintained in the United States and Puerto Rico; and

WHEREAS, the Plan was amended and restated in its entirety effective as of January 1, 2009; and

WHEREAS, the Company wishes to amend the Plan solely to change the name of the Plan and certain references to the Company in light of a change in the Company’s name due to its recent merger with LBV Acquisition, Inc.

NOW, THEREFORE, the Plan is hereby amended, effective as of December 31, 2015, as follows: