GUTHART GARY S 4

4 · INTUITIVE SURGICAL INC · Filed Jan 30, 2026

AI-generated summary of this filing

Updated Jan 31, 2026

Intuitive Surgical (ISRG) Director Gary Guthart Receives Performance Awards

What Happened

Gary S. Guthart, a director of Intuitive Surgical (ISRG), received two derivative awards (performance stock units, PSUs) reported on Jan 28, 2026. The filing shows 8,267 PSUs (from a 2/26/2024 grant) and 17,556 PSUs (from a 2/28/2023 grant), for a total of 25,823 PSUs. The reported price is $0.00 because these are performance awards rather than open-market purchases.

Key Details

Transaction date: 2026-01-28; Form 4 filed: 2026-01-30 (timely filing; within the usual 2-business-day window).
Reported amounts: 8,267 PSUs (footnote F1) and 17,556 PSUs (footnote F2); total = 25,823 PSUs.
Reported price: $0.00 (derivative award entry).
Vesting/service conditions:
- F1: PSUs originally granted 2/26/2024 — performance criteria achieved; vest on 2/26/2027 subject to continuous service.
- F2: PSUs originally granted 2/28/2023 — performance criteria achieved; vest on 2/28/2026 subject to continuous service.
Shares owned after the transaction: not specified in the provided filing excerpt.
Transaction code: A (award/acquisition of derivative securities).

Context

These are performance-based restricted awards (PSUs). The performance goals for both grants have been met, but the PSUs do not convert into actual shares until the stated vesting dates and only if Guthart remains in continuous service through those dates. Because these are awards—not open-market buys or sales—they do not directly indicate immediate buying or selling activity.

Form 4

Period: 2026-01-28

Director

Transactions

Award
Performance Stock Units - 2-26-2024
[F1]
2026-01-28+8,267→ 8,267 total
Exercise: $0.00→ Common Stock (8,267 underlying)
Award
Performance Stock Units - 2-28-2023
[F2]
2026-01-28+17,556→ 17,556 total
Exercise: $0.00→ Common Stock (17,556 underlying)

Footnotes (2)

[F1]Represents performance stock units ("PSUs") initially granted to the Reporting Person on February 26, 2024 subject to achievement of certain performance metrics. The performance criteria for the PSUs reported herein have been achieved, as determined by the Compensation Committee of the Issuer. The PSUs reported herein vest on February 26, 2027, the third anniversary of the grant date, subject to Reporting Person's continuous service to the Issuer through each such vesting date.
[F2]Represents performance stock units ("PSUs") initially granted to the Reporting Person on February 28, 2023 subject to achievement of certain performance metrics. The performance criteria for the PSUs reported herein have been achieved, as determined by the Compensation Committee of the Issuer. The PSUs reported herein vest on February 28, 2026, the third anniversary of the grant date, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

Signature

By: Stephanie Lim-Ignacio For: Guthart, Gary S|2026-01-30

1 file