MASIMO CORP·4

Jun 12, 4:39 PM ET

LANE WENDY E 4

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Masimo (MASI) Director Wendy E. Lane Sells Shares in Danaher Merger

What Happened
Wendy E. Lane, a Masimo director, had 2,608 common shares and 1,119 restricted-stock-unit (RSU) equivalents converted into cash as part of Masimo’s merger with Danaher. The 2,608 common shares were converted at $180.00 per share ($469,440) and the 1,119 RSU-equivalents were also cashed out at $180.00 per share ($201,420), for total cash consideration of $670,860. This was a corporate cash-out under the merger agreement, not an open-market sale.

Key Details

  • Transaction date: June 10, 2026 (effective time of the merger). Form 4 filed June 12, 2026 (timely within standard 2-business-day reporting window).
  • Price/consideration: $180.00 per share (Per Share Merger Consideration).
  • Shares/units involved: 2,608 common shares (Disposition to issuer) and 1,119 RSU-equivalents (derivative/converted).
  • Cash received: $469,440 for common shares + $201,420 for RSUs = $670,860 total.
  • Post-transaction status: At the merger effective time, outstanding common stock and RSUs were canceled and converted to cash per the merger agreement, so Lane no longer holds those Masimo common shares or those RSUs.
  • Relevant filing footnotes: F1–F3 explain the Danaher merger and that outstanding common stock and non-employee director RSUs were canceled and converted to cash; F4 notes the 1,119 units were the unvested portion of an April 23, 2026 RSU grant.
  • Transaction codes: D = disposition to issuer (merger conversion); the RSU line is a derivative conversion (no open-market trade).

Context
This filing documents a corporate cash-out tied to Masimo’s acquisition by Danaher, not a voluntary insider sale in the market. The RSU line reflects cancellation/settlement of equity awards (derivative conversion) at the merger price. Such merger-driven conversions indicate liquidity from the deal rather than a trading signal about the company’s stock.