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INTUITIVE SURGICAL INC·4

Mar 2, 5:02 PM ET

Rosa David J. 4

4 · INTUITIVE SURGICAL INC · Filed Mar 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Intuitive Surgical (ISRG) CEO Rosa David J. Receives Awards; Shares Withheld

What Happened

  • Rosa David J., Chief Executive Officer of Intuitive Surgical, had RSUs/PSUs vest on February 28, 2026. A total of 24,918 shares were issued to her through exercise/conversion of derivatives (three conversions of 1,503; 14,363; and 9,052 shares at $0.00 per share).
  • To cover statutory tax withholding, 12,357 shares were withheld/disposed (746; 7,122; and 4,489 shares) at a reported value of $503.51 per share, totaling $6,221,872. The net shares deposited to her account equal 12,561 shares (24,918 vested − 12,357 withheld).
  • This was not an open-market sale by the insider but routine conversion/settlement of equity awards (RSUs/PSUs) with share withholding to satisfy taxes.

Key Details

  • Transaction date: February 28, 2026; Form 4 filed March 2, 2026 (appears timely).
  • Shares issued (converted from derivatives): 24,918 shares at $0.00 (no exercise price — RSU/PSU settlement).
  • Shares withheld for taxes (reported as disposals under code F): 12,357 shares at $503.51 each = $6,221,872.
  • Net shares delivered to insider: 12,561 shares.
  • Footnotes: PSUs granted Feb 28, 2023 and June 12, 2023 met performance criteria and vested on Feb 28, 2026 (subject to continued service). RSUs vest 25% annually over four years; some shares were withheld to cover withholding taxes and the remainder deposited.
  • Shares owned after transaction: not specified in this Form 4.

Context

  • The transactions are vesting/settlement of equity awards (M = exercise/conversion of derivative; F = withholding for taxes). The $0.00 per-share price indicates conversion of granted awards rather than option purchases.
  • Withholding to cover taxes is routine and does not reflect an open-market sale decision by the insider beyond meeting tax obligations.

Insider Transaction Report

Form 4
Period: 2026-02-28
INTUITIVE SURGICAL INCISRG
Rosa David J.
DirectorChief Executive Officer (CEO)
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-28+1,503→ 234,151 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-28$503.51/sh−746$375,618→ 233,405 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-02-28+14,363→ 247,768 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-28$503.51/sh−7,122$3,585,998→ 240,646 total
  • Exercise/Conversion

    Common Stock

    [F4]
    2026-02-28+9,052→ 249,698 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-28$503.51/sh−4,489$2,260,256→ 245,209 total
  • Exercise/Conversion

    Performance Stock Units - 2-28-2023

    [F2]
    2026-02-28−14,363→ 0 total
    Exercise: $0.00→ Common Stock (14,363 underlying)
  • Exercise/Conversion

    Performance Stock Units - 6-12-2023

    [F4]
    2026-02-28−9,052→ 0 total
    Exercise: $0.00→ Common Stock (9,052 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F5]
    2026-02-28−1,503→ 0 total
    Exercise: $0.00Exp: 2026-02-28→ Common Stock (1,503 underlying)
Footnotes (5)
  • [F1]RSUs vest 25% per year over a four year period, commencing on the first anniversary of the grant date. RSUs convert into common stock on the vest date on a one-for-one basis. 25% of the shares have been released and a portion of the shares were held back to cover the statutory tax withholding requirements. The net shares were deposited into the holders account.
  • [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.
  • [F3]This transaction represents the withholding of shares to cover taxes applicable to a settlement of PSUs reported on this Form 4.
  • [F4]Represents performance stock units ("PSUs") initially granted to the Reporting Person on June 12, 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.
  • [F5]Each RSU granted represents a contingent right to receive one share of Intuitive Surgical common stock. The grant vests 25% on the first anniversary of the date of grant and annually thereafter, over a four year period.
Signature
By: Stephanie Lim-Ignacio For: Rosa, David J|2026-03-02

Documents

1 file
  • 4
    edgardoc.xmlPrimary

    PRIMARY DOCUMENT