DANAHER CORP /DE/·4

Feb 3, 5:26 PM ET

SPOON ALAN G 4

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

Research Summary

AI-generated summary of this filing

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Danaher (DHR) Director Alan G. Spoon Receives Award (192.871 shares)

What Happened
Alan G. Spoon, a Danaher director, was credited with 192.871 notional (derivative/phantom) shares under Danaher’s Non‑Employee Directors Deferred Compensation Plan on January 30, 2026. The posting used a per‑share price of $218.89, producing a reported value of approximately $42,218. This was an award/acquisition under the deferred‑comp plan (transaction code A), not an open‑market purchase or sale.

Key Details

  • Transaction date and price: 2026-01-30 at $218.89 per share.
  • Amount: 192.871 notional shares; reported value ~$42,218.
  • Nature: Derivative/phantom shares credited under the Non‑Employee Directors Deferred Compensation Plan (not an immediate stock purchase).
  • Vesting/convertibility: The reporting person is fully vested (F3); phantom/notional shares convert one‑for‑one into Danaher common stock upon distribution (F2).
  • How price was set: Notional share count was calculated using Danaher’s closing stock price on the applicable quarterly date (F1).
  • Shares owned after transaction: Not disclosed in this Form 4.
  • Filing timeliness: Form filed 2026-02-03 for a 2026-01-30 transaction (filed within the SEC’s two‑business‑day window).

Context
This transaction reflects deferred compensation being recorded as notional/phantom shares for a non‑employee director. Such awards represent conversion of deferred fees into a stock‑linked unit and do not necessarily indicate a purchase or sale intent in the open market. Upon future distribution these phantom shares will convert into actual Danaher common shares on a 1:1 basis.

Insider Transaction Report

Form 4
Period: 2026-01-30
SPOON ALAN G
Director
Transactions
  • Award

    Phantom shares

    [F1][F2][F3]
    2026-01-30$218.89/sh+192.871$42,21830,560.366 total
    Exercise: $0.00Common Stock (192.871 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 Alan G. Spoon|2026-02-03

Documents

1 file
  • 4
    wk-form4_1770157596.xmlPrimary

    FORM 4