INTUITIVE SURGICAL INC·4

Feb 27, 1:19 PM ET

Brosius Mark 4

4 · INTUITIVE SURGICAL INC · Filed Feb 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Intuitive Surgical (ISRG) SVP Mark Brosius Receives Award; Shares Withheld

What Happened
Mark Brosius, SVP & Chief Manufacturing and Supply Chain Officer at Intuitive Surgical (ISRG), had equity awards vest/convert on Feb 26, 2026. The filing shows derivative awards and conversions (RSUs/PSUs) resulting in the acquisition of vested units (10,316 units reported as acquired across grant/conversion lines). To satisfy tax withholding, 1,288 shares were surrendered/sold (codes F) at $506.17 per share, producing proceeds of $651,947 (two withholding transactions: 805 shares = $407,467; 483 shares = $244,480). These were routine withholding/disposition actions tied to vesting, not an open-market sale for investment purposes.

Key Details

  • Transaction date: Feb 26, 2026; Form 4 filed Feb 27, 2026 (appears timely).
  • Withholding/sales: 805 shares @ $506.17 = $407,467; 483 shares @ $506.17 = $244,480; total $651,947.
  • Vesting/conversion: multiple derivative entries (codes A and M) totaling 10,316 units recorded as acquired (RSUs/PSUs converting to common stock).
  • Shares owned after transaction: not specified in the supplied filing data.
  • Footnotes: F1/F3—RSUs vest 25% annually over 4 years; portions are held back to cover statutory tax withholding. F2—PSUs granted 2/28/2023 met performance criteria and vested (subject to continuous service).
  • Transaction codes: M = exercise/conversion of derivative; A = grant/award; F = payment of exercise price or tax liability (share withholding/sale).

Context
This is a standard vesting event: RSUs/PSUs converted into common shares and the company/administrator withheld/sold a portion to cover taxes (cashless/withholding settlement). Such withholding transactions are routine and do not necessarily indicate a change in the insider’s view of the company—unlike open-market purchases, they are administrative settlements tied to compensation.

Insider Transaction Report

Form 4
Period: 2026-02-26
Brosius Mark
SVP & Chief Mfg and Supply Cha
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-26+1,6222,214 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-26$506.17/sh805$407,4671,409 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-26+9732,382 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-26$506.17/sh483$244,4801,899 total
  • Award

    Performance Stock Units - 2-28-2023

    [F2]
    2026-02-26+2,7938,378 total
    Exercise: $0.00Common Stock (2,793 underlying)
  • Exercise/Conversion

    Restricted Stock Units - 2-26-2024

    [F3]
    2026-02-261,6223,243 total
    Exercise: $0.00Common Stock (1,622 underlying)
  • Exercise/Conversion

    Restricted Stock Units - 2-26-2025

    [F3]
    2026-02-269732,918 total
    Exercise: $0.00Common Stock (973 underlying)
  • Award

    Restricted Stock Units - 2-26-2026

    [F3]
    2026-02-26+4,9284,928 total
    Exercise: $0.00Common Stock (4,928 underlying)
Footnotes (3)
  • [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]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: Brosius, Mark|2026-02-27

Documents

1 file
  • 4
    edgardoc.xmlPrimary

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