Brosius Mark 4

4 · INTUITIVE SURGICAL INC · Filed Mar 2, 2026

AI-generated summary of this filing

Updated Mar 2, 2026

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

What Happened

Mark Brosius, SVP & Chief Manufacturing and Supply Chain Officer at Intuitive Surgical, had restricted and performance stock units convert into 9,255 shares on February 28, 2026. The conversion entries are recorded as derivative exercises (code M) at $0.00 per share. To cover tax withholding obligations (code F), 4,590 shares were surrendered at a reported withholding value of $503.51 per share, totaling $2,311,111. The remaining 4,665 net shares were deposited to his account.

Key Details

Transaction date: February 28, 2026; Form 4 filed March 2, 2026 (appears timely).
Conversions: 877 shares and 8,378 shares converted into common stock (reported at $0.00 per share).
Withholding for taxes: 435 shares withheld ($219,027) and 4,155 shares withheld ($2,092,084) at $503.51/share.
Net deposited shares: 9,255 converted − 4,590 withheld = 4,665 shares.
Footnotes of note:
- F1/F4: RSUs vest 25% per year over four years; RSUs convert 1-for-1 into common stock.
- F2: The PSUs were granted Feb 28, 2023 and vested Feb 28, 2026 after performance metrics were met.
- F3: The reported disposals represent shares withheld to cover taxes on the settled PSUs/RSUs.
Shares owned after the transaction: Not specified in the provided data.

Context

This was not an open-market sale or purchase by the insider; it reflects vesting/settlement of awards (RSUs and PSUs) and a routine withholding of shares to satisfy tax obligations (a common "sell-to-cover" mechanism). These filings document compensation realization rather than an active buy or sell signaling sentiment.

Form 4

Period: 2026-02-28

SVP & Chief Mfg and Supply Cha

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-28+877→ 2,776 total
Tax Payment
Common Stock
[F1]
2026-02-28$503.51/sh−435$219,027→ 2,341 total
Exercise/Conversion
Common Stock
[F2]
2026-02-28+8,378→ 10,719 total
Tax Payment
Common Stock
[F3]
2026-02-28$503.51/sh−4,155$2,092,084→ 6,564 total
Exercise/Conversion
Performance Stock Units - 2-28-2023
[F2]
2026-02-28−8,378→ 0 total
Exercise: $0.00→ Common Stock (8,378 underlying)
Exercise/Conversion
Restricted Stock Units - 2-28-2022
[F4]
2026-02-28−877→ 0 total
Exercise: $0.00→ Common Stock (877 underlying)

Footnotes (4)

[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]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|2026-03-02

1 file