CEO Guthart Gary S exercised 25,200 shares at a strike of $59.23 and sold $13,085,803 worth of shares (25,591 units at $511.34), increasing direct ownership by 41% to 24,219 units (SEC Form 4)
$ISRG
Industrial Specialties
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
INTUITIVE SURGICAL INC [ ISRG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/30/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 10/30/2024 | M(1) | 25,200 | A | $59.2278 | 42,370 | D | |||
| Common Stock | 10/30/2024 | S(1) | 18,151 | D | $511.6343(2) | 24,219 | D | |||
| Common Stock | 10/30/2024 | S(1) | 3,720 | D | $510.5179(3) | 19,920 | I | Trust FBO Daughter | ||
| Common Stock | 10/30/2024 | S(1) | 3,720 | D | $510.7534(4) | 19,920 | I | Trust FBO Son | ||
| Common Stock | 1,191,144 | I | by Trust | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right to buy) | $59.2278 | 10/30/2024 | M(1) | 25,200 | (5) | 08/17/2025 | Common Stock | 25,200 | $0.0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The transaction took place in accordance with a Trading Plan that complies with SEC Rule 10b5-1 and expires on April 30, 2025. |
| 2. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $508.66 to $516.87 as follows: 1,504 shares sold at $508.66 to $509.50; 8,289 shares sold at $509.67 to $510.63; 3,083 shares sold at $510.68 to $511.54; 775 shares sold at $511.91to $512.30; 599 shares sold at $513.14 to $514.09; 1,728 shares sold at $514.28 to $515.26; 274 shares sold at $515.38 to $515.99; and 1,899 shares sold at $516.56 to $516.87. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 3. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $508.51 to $516.31 as follows: 415 shares sold at $508.51 to $509.24; 1,993 shares sold at $509.53 to $510.49; 693 shares sold at $510.54 to $510.93; 320 shares sold at $511.57 to $512.22; 127 shares sold at $512.61 to $512.74; 100 shares sold at $514.47; and 72 shares sold at $516.31. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 4. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $508.52 to $516.67 as follows: 388 shares sold at $508.52 to $509.06; 1,698 shares sold at $509.53 to $510.49; 1,155 shares sold at $510.63 to $511.54; 215 shares sold at $511.84 to $512.76; and 264 shares sold at $516.31 to $516.67. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 5. Non-statutory stock option granted pursuant to the 2010 Incentive Award Plan. Option shall vest 7/48 one month after the date of grant and 1/48 each month thereafter. |
| By: Donna Spinola For: Guthart, Gary S | 10/31/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||