Fortive Corp·4

Mar 3, 5:26 PM ET

Underwood Peter C 4

4 · Fortive Corp · Filed Mar 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Fortive (FTV) CLO Peter Underwood Receives RSU Award

What Happened

  • Peter C. Underwood, SVP and Chief Legal Officer of Fortive Corp (FTV), received a new grant of 17,175 restricted stock units (RSUs) effective March 2, 2026. On the same filing he also had 1,226.02 shares (derivative/vested RSU distribution) recorded at $58.58 per share (value $71,820) and 4,514 shares were disposed/withheld at $59.20 per share to satisfy tax withholding (proceeds ≈ $267,229). The RSU award is an acquisition (grant); the withholding is a routine tax-related disposition.

Key Details

  • Transaction dates and prices:
    • 2026-02-27: 4,514 shares withheld for taxes at $59.20/share — $267,229 (Disposition; tax withholding relating to RSU vesting) [Footnote F1].
    • 2026-03-02: Award of 17,175 RSUs (time‑based; no per-share price listed) [Footnote F2, F3].
    • 2026-03-02: 1,226.02 derivative/vested shares recorded at $58.58/share — $71,820 (Acquired; related to RSU distribution).
  • Shares owned after the transactions: not specified in the filing.
  • Notable footnotes:
    • F1: Withholding of shares to cover taxes in connection with RSU vesting/distribution.
    • F2–F3: New RSUs effective March 2 are time‑based and payable 1:1 in common stock.
    • F4–F6: Describe Fortive’s Executive Deferred Incentive Program (EDIP) mechanics for notional shares and vesting—voluntary contributions vest immediately; employer contributions vest per EDIP rules.
  • Filing timeliness: Report filed March 3, 2026. For the Feb 27 and Mar 2 transactions this filing falls within the standard Form 4 two-business-day reporting window.

Context

  • These actions mostly reflect compensation mechanics (award of RSUs and routine tax withholding) rather than an open‑market buy or sell. RSU grants and distributions are common forms of executive compensation and do not necessarily signal an immediate buying or selling decision by the insider. The 1,226.02-share entry is a derivative/vesting settlement tied to RSUs, and the 4,514-share disposition was to satisfy taxes.

Insider Transaction Report

Form 4
Period: 2026-02-27
Underwood Peter C
SVP - Chief Legal Officer
Transactions
  • Tax Payment

    Common Stock

    [F1]
    2026-02-27$59.20/sh4,514$267,22970,605 total
  • Award

    Common Stock

    [F2][F3]
    2026-03-02+17,17587,780 total
  • Award

    Executive Deferred Incentive Program - Fortive Stock Fund

    [F4][F5][F6]
    2026-03-02$58.58/sh+1,226.02$71,82013,907.63 total
    Common Stock (1,226.02 underlying)
Footnotes (6)
  • [F1]This transaction relates to the withholding of shares for tax purposes in connection with the vesting and distribution of Restricted Stock Units ("RSUs").
  • [F2]The Compensation Committee of the Issuer (the "Committee") awarded the Reporting Person RSUs, effective March 2, 2026, that are subject only to time-based vesting provisions.
  • [F3]RSUs are payable in shares of common stock on a one-to-one basis.
  • [F4]Compensation deferred or contributed into the Fortive stock fund (the "EDIP Stock Fund") under Fortive's Executive Deferred Incentive Program (the "EDIP") is deemed to be invested in a number of unfunded, notional shares of the Issuer's common stock based on the closing price of such common stock as reported on the NYSE on the date such compensation is credited to the EDIP Stock Fund (or the closing price for the immediately preceding business day, if such date is not a business day), which closing price is shown in Table II, Column 8.
  • [F5]The notional shares convert on a one-to-one basis.
  • [F6]The Reporting Person immediately vests in 100% of each voluntary contribution to the EDIP Stock Fund. The Reporting Person will vest in all contributions to the EDIP Stock Fund by the Issuer as follows: 100% upon the earlier of the Reporting Person's death, or upon retirement following at least 5 years of service with the Issuer and reaching the age of 55, or, if earlier, one-tenth per year of participation following five years of participation, in each case in accordance with the EDIP. Upon termination of employment, the vested portion of the EDIP Stock Fund is settled in the Issuer's common stock.
Signature
Daniel B. Kim, as attorney-in-fact|2026-03-03

Documents

1 file
  • 4
    wk-form4_1772576786.xmlPrimary

    FORM 4