List Teri 4

4 · DANAHER CORP /DE/ · Filed Feb 3, 2026

AI-generated summary of this filing

Updated Feb 3, 2026

Danaher (DHR) Director Teri List Receives Phantom Share Award

What Happened

Teri List, a Danaher director, received an award of 11.157 notional ("phantom") shares on 2026-01-30 at a closing price of $218.89, valued at approximately $2,442. The transaction is reported as an acquisition (code A) and is a derivative award under Danaher's Non-Employee Directors Deferred Compensation Plan.

Key Details

Transaction date and price: 2026-01-30 at $218.89 per share (NYSE close).
Shares/amount: 11.157 phantom shares awarded; total value ≈ $2,442.
Instrument type: Derivative (notional/phantom shares under the deferred compensation plan).
Conversion: Phantom shares convert into Danaher common stock one-for-one upon distribution (footnote F2).
Vesting/status: Reporting person is fully vested in amounts deferred under the Plan (footnote F3).
Shares owned after transaction: Not disclosed in the provided filing.
Filing timeliness: Report filed 2026-02-03 — within the SEC’s 2 business-day requirement (timely).

Context

This was not an open-market purchase or sale but a routine deferred-compensation award that increases the director’s deferred/share-equivalent balance. Because these are phantom/notional shares that convert to common shares upon distribution, the filing is informational rather than an indication of an immediate cash-market purchase or sale.

Form 4

Period: 2026-01-30

Director

Transactions

Award
Phantom shares
[F1][F2][F3]
2026-01-30$218.89/sh+11.157$2,442→ 7,643.151 total
Exercise: $0.00→ Common Stock (11.157 underlying)

Footnotes (3)

[F1]Under the terms of the Non-Employee Directors Deferred Compensation Plan (the "Plan") established under the Danaher Corporation 2007 Omnibus Incentive Plan, the reporting person can defer all or part of the cash director fees s/he is entitled to receive each quarter. Amounts deferred under the plan (which includes dividend accruals on plan balances and may also include cash director fees) are converted into a particular number of notional shares of Danaher common stock, calculated based on the closing price of Danaher's common stock on the quarterly date such amounts otherwise would have been paid. The price shown in Table II, Column 8 above is the closing price per share of the Danaher common stock as reported on the NYSE on the transaction date noted above.
[F2]Upon distribution, the phantom shares convert into shares of Danaher common stock on a one-for-one basis.
[F3]The reporting person is fully vested in all amounts deferred under the Plan.

Signature

/s/James F. O'Reilly, attorney-in-fact for Teri List|2026-02-03

1 file