Curet Myriam - Feb 27, 2025 Form 4 Insider Report for INTUITIVE SURGICAL INC (ISRG)

Role
EVP & Chief Medical Officer
Signature
By: Stephanie Lim-Ignacio For: Curet, Myriam
Stock symbol
ISRG
Transactions as of
Feb 27, 2025
Transactions value $
-$3,431,509
Form type
4
Date filed
3/3/2025, 07:23 PM
Previous filing
Feb 27, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ISRG Common Stock Award $0 +5.01K +181.99% $0.00 7.77K Feb 27, 2025 Direct F1
transaction ISRG Common Stock Options Exercise $0 +1K +18.68% $0.00 6.37K Feb 28, 2025 Direct F2
transaction ISRG Common Stock Tax liability -$280K -497 -7.81% $563.77 5.87K Feb 28, 2025 Direct F2
transaction ISRG Common Stock Tax liability -$1.4M -2.49K -42.35% $563.77 3.38K Feb 28, 2025 Direct F3
transaction ISRG Common Stock Sale -$1.75M -3.03K -89.57% $577.30 353 Mar 3, 2025 Direct F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ISRG Restricted Stock Units Options Exercise $0 -1K -50% $0.00 1K Feb 28, 2025 Common Stock 1K $0.00 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 This transaction represents the certification of the performance goals under performance stock units ("PSUs").
F2 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.
F3 This transaction represents the withholding of shares to cover taxes applicable to a settlement of PSUs reported on this Form 4.
F4 The transaction took place in accordance with a Trading Plan that complies with SEC Rule 10b5-1 and expires on August 13, 2025.
F5 The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $573.78 to $582.10 as follows: 562 shares sold at $573.78 ; 300 shares sold at $575 to $575.78; 619 shares sold at $576.35 to $577.20; 1,145 shares sold at $578 to $578.88; 105 shares sold at $579.48 to $579.89;and 300 shares sold at $582.03 to $582.10. 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.
F6 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.