UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
(Amendment No.
1)
ZIMVIE INC.
(Name
of Issuer)
Common Stock, $0.01 par
value
(Title
of Class of Securities)
98888T107
(CUSIP
Number)
December 31, 2022
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this
Schedule is filed:
☐ Rule
13d-1(b)
☒
Rule
13d-1(c)
☐ Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior
cover page.
The
information required in the remainder of this cover page shall not
be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
Persons who respond to the collection of
information contained in this form are not
required to respond unless the form displays a currently valid OMB
control number.
CUSIP No.
98888T107
Page 2
of 6
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|
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1.
Names of Reporting Persons.
Camber
Capital Management LP
42-1693587
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2.
Check the Appropriate Box if a Member of a Group
(a)
☐
(b) ☐
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3. SEC Use Only
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4.
Citizenship or Place of Organization
Delaware
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Number
of Shares
Beneficially
Owned by
Each Reporting
Person With:
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5. Sole
Voting Power
0
shares
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|
6.
Shared Voting Power
2,600,000
shares
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|
7. Sole
Dispositive Power
0
shares
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|
8.
Shared Dispositive Power
2,600,000
shares
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9. Aggregate Amount Beneficially Owned by Each Reporting
Person
Camber
Capital Management LP –
2,600,000
shares
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|
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares ☐
|
|
11.
Percent of Class Represented by Amount in Row (9)
Camber
Capital Management LP –
9.97%
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|
12.
Type of Reporting Person
Camber
Capital Management LP – 00 (Limited Partnership)
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CUSIP
No. 98888T107
Page 3
of 6
|
|
|
1.
Names of Reporting Persons.
Stephen
DuBois
Not
applicable
|
|
2.
Check the Appropriate Box if a Member of a Group
(a)
☐
(b) ☐
|
|
3. SEC Use Only
|
|
4.
Citizenship or Place of Organization
Stephen
DuBois – United States
|
|
Number
of Shares
Beneficially
Owned by
Each Reporting
Person With:
|
5. Sole
Voting Power
0
shares
|
|
6.
Shared Voting Power
2,600,000
shares
|
|
7. Sole
Dispositive Power
0
shares
|
|
8.
Shared Dispositive Power
2,600,000
shares
|
|
9.
Aggregate Amount Beneficially Owned by Each Reporting
Person
Stephen
DuBois – 2,600,000 shares
|
|
10.
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares ☐
|
|
11.
Percent of Class Represented by Amount in Row (9)
Stephen
DuBois –
9.97%
|
|
12.
Type of Reporting Person
Stephen
DuBois – IN
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CUSIP
No. 98888T107
Page 4
of 6
ITEM 1.
(a)
Name of Issuer:
ZIMVIE
INC.
(b)
Address of Issuer's Principal Executive Offices:
10225 Westmoor Drive, Westminster, CO 80021
ITEM 2.
(a)
Name of Person Filing:
Camber
Capital Management LP
Stephen
DuBois
(b)
Address of Principal Business Office, or if None,
Residence:
Camber
Capital Management LP
Stephen
DuBois
101
Huntington Avenue
Suite
2101
Boston,
MA 02199
(c)
Citizenship:
Camber
Capital Management LP –
Delaware
Stephen
DuBois – United
States
(d)
Title of Class of Securities:
Common Stock, $0.01 par value
(e)
CUSIP Number:
98888T107
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO
SS.240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON
FILING IS A:
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(a)
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[_]
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Broker
or dealer registered under Section 15 of the Act (15
U.S.C. 78o).
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(b)
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[_]
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Bank as
defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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[_]
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Insurance company
as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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[_]
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Investment company
registered under Section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8).
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(e)
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[_]
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An
investment adviser in accordance
with ss.240.13d-1(b)(1)(ii)(E);
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(f)
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[_]
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An
employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F);
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(g)
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[_]
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A
parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
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(h)
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[_]
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A
savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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[_]
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A
church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of
1940 (15 U.S.C. 80a-3);
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(j)
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[_]
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Group,
in accordance with ss.240.13d-1(b)(1)(ii)(J).
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ITEM 4. OWNERSHIP.
Provide
the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in
Item 1.
(a)
Amount beneficially owned: Camber Capital Management LP –
2,600,000 shares
Stephen
DuBois – 2,600,000
shares
(b) Percent of
class: Camber Capital Management LP –
9.97%
Stephen DuBois –
9.97%
CUSIP
No. 98888T107
Page 5
of 6
(c)
Number of shares as to which such person has:
(i)
Sole power to vote or to direct the vote
Camber
Capital Management LP – 0 shares
Stephen
DuBois – 0 shares
(ii)
Shared power to vote or to direct the vote
Camber
Capital Management LP – 2,600,000 shares
Stephen
DuBois – 2,600,000
shares
(iii)
Sole power to dispose or to direct the disposition of
Camber
Capital Management LP – 0 shares
Stephen
DuBois – 0 shares
(iv)
Shared power to dispose or to direct the disposition
of
Camber
Capital Management LP – 2,600,000
shares
Stephen
DuBois – 2,600,000 shares
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A
CLASS.
If this
statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON
BEHALF OF ANOTHER PERSON.
Not
applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF
THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY.
Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF
MEMBERS OF THE GROUP.
Not
applicable
ITEM 9. NOTICE OF DISSOLUTION OF
GROUP.
Not applicable
CUSIP
No. 98888T107
Page 6
of 6
ITEM 10. CERTIFICATIONS.
The
following certification shall be included if the statement is filed
pursuant to S.240.13d-1(c):
By
signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having such purpose or
effect.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.
CAMBER
CAPITAL MANAGEMENT LP
By:
/s/Sean George
Sean
George
Chief
Financial Officer
STEPHEN
DUBOIS
By: /s/
Stephen DuBois
Stephen
DuBois, individually
The
original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the
statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to
sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his
signature.
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