GUTHART GARY S 4

What Happened
Gary S. Guthart, a director of Intuitive Surgical (ISRG), had 2,633 restricted stock units (RSUs) convert into common shares on February 10, 2026. Of those vested shares, 1,306 were withheld to satisfy tax withholding obligations at a reported per-share value of $492.84, for a total tax withholding of $643,649. The remaining net shares were deposited to Guthart’s account. This was a vesting/tax-withholding event (routine), not an open-market purchase or voluntary sale.

Key Details

• Transaction date: 2026-02-10. Report filed 2026-02-10 (timely).
• Reported entries: conversion of 2,633 RSUs to shares (code M); withholding/disposition of 1,306 shares for taxes at $492.84 each, $643,649 total (code F).
• Shares owned after transaction: not specified in this filing.
• Footnotes: these were RSUs that vest 25% per year over four years beginning Feb 10, 2023; RSUs convert 1-for-1 into common stock on the vest date and a portion is commonly held back to cover statutory tax withholding.
• Transaction codes: M = conversion of derivative (RSU vesting); F = tax withholding to satisfy tax liability.

Context: This was a routine vesting and mandatory tax-withholding transaction (cashless withholding), not an open-market sale or purchase. Such withholdings are standard tax procedures and do not by themselves indicate the insider’s view of the stock.