LOEB GARY 4

What Happened Gary Loeb, EVP & Chief Legal and Compliance Officer at Intuitive Surgical (ISRG), had a combination of equity awards vest/convert on Feb 26, 2026. A total of 7,076 derivative shares (RSUs/PSUs) were recorded as acquired/converted at $0 per share. To satisfy tax withholding obligations, 1,212 shares were disposed at $506.17 per share, producing proceeds of $613,478. The net result was approximately 5,864 shares deposited into the holder’s account after withholdings.

Key Details

• Transaction date(s): Reported for 2026-02-26; Form filed 2026-02-27 (appears timely).
• Acquisitions: 7,076 shares from vesting/conversion of RSUs/PSUs (reported as $0 acquisition price).
• Disposals (tax withholding/sell-to-cover): 757 shares and 455 shares sold at $506.17 each, totaling $383,171 and $230,307 (combined $613,478).
• Net shares deposited: ~5,864 (7,076 acquired less 1,212 withheld/sold).
• Shares owned after transaction: Not reported in this Form 4.
• Footnotes: F1 notes RSUs vest 25% annually with shares converted one-for-one and a portion held back for tax withholding; F2 states the PSUs (granted 2/28/2023) met performance targets and vest on 2/28/2026; F3 reiterates RSU vesting schedule.

Context

• These entries reflect awards vesting/conversion (A/M codes) and routine tax-withholding dispositions (F code), not an open-market voluntary sale. Sell-to-cover to meet tax liabilities is common and does not necessarily indicate a change in insider sentiment.
• For derivatives: the filing shows conversion/exercise of derivative awards into common stock (no cash exercise price), followed by withholding of a portion of shares to cover taxes.