Rosa David J. 4

What Happened

• David J. Rosa, CEO of Intuitive Surgical, had multiple derivative awards vest/convert on 2026-02-26 and received shares from those awards. The filing lists conversions/exercises of 3,816 and 2,289 derivative units and grant/award acquisitions of 4,788, 3,018 and 13,441 shares (reported as derivative RSUs/PSUs).
• To satisfy statutory tax withholding, 1,892 shares and 1,135 shares were disposed (reported as “Payment of exercise price or tax liability”) at $506.17 per share, producing proceeds of $957,674 and $574,503 respectively — about $1,532,177 total. These were withholding/sale actions tied to vesting, not open‑market investment sales.

Key Details

• Transaction date: 2026-02-26 (Form 4 filed 2026-02-27).
• Withheld/disposed shares: 1,892 shares ($957,674) and 1,135 shares ($574,503) at $506.17 per share — total ~3,027 shares and ~$1.53M.
• Acquisitions/conversions reported: derivative exercises/conversions of 3,816 and 2,289 shares; grants/awards of 4,788, 3,018 and 13,441 shares (reported as RSUs/PSUs/derivatives).
• Footnotes: RSUs vest 25% per year over four years and convert one-for-one into common stock (some shares released and a portion withheld for taxes). PSUs granted Feb 28, 2023 and June 12, 2023 met performance goals and vested on Feb 28, 2026, subject to continuous service.
• Filing timeliness: Filed next day (timely); no late filing indication in the provided data.
• Shares owned after transaction: Not specified in the excerpt provided.

Context

• This was largely a vesting/conversion event (awards/PSUs/RSUs) with share withholding to cover taxes — common for executives when restricted or performance units vest. The disposals reported are tax‑withholding actions, not open‑market sales indicating a change in sentiment.