[8-K] DANAHER CORP /DE/ Reports Material Event

Rhea-AI Filing Summary

Danaher (DHR) announced a planned Board change. Director John T. Schwieters will not stand for reelection at the 2026 annual meeting and will retire at that time. The company stated his decision was not due to any disagreement on operations, policies, or practices.

Following his retirement, the Board size will be reduced from thirteen to twelve members. This is a governance update with no operational or financial changes disclosed.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________

FORM 8-K

__________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 6, 2025

__________________

DANAHER CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

__________________

Delaware						001-08089			59-1995548
(State or Other Jurisdiction of Incorporation)						(Commission File Number)			(IRS Employer Identification No.)
2200 Pennsylvania Avenue, N.W.,									20037-1701
Suite 800W
Washington,			DC
(Address of Principal Executive Offices)									(Zip Code)

202-828-0850

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

__________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common stock, $0.01 par value			DHR			New York Stock Exchange
0.200% Senior Notes due 2026			DHR/26			New York Stock Exchange
2.100% Senior Notes due 2026			DHR 26			New York Stock Exchange
1.200% Senior Notes due 2027			DHR/27			New York Stock Exchange
0.450% Senior Notes due 2028			DHR/28			New York Stock Exchange
2.500% Senior Notes due 2030			DHR 30			New York Stock Exchange
0.750% Senior Notes due 2031			DHR/31			New York Stock Exchange
1.350% Senior Notes due 2039			DHR/39			New York Stock Exchange
1.800% Senior Notes due 2049			DHR/49			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On November 6, 2025, John T. Schwieters notified Danaher’s Board of Directors (“Board”) that he has decided not to stand for reelection at the Company’s 2026 annual meeting of shareholders (“2026 Annual Meeting”), and will retire from the Danaher Board as of the 2026 Annual Meeting. Mr. Schwieters’ decision was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. The size of the Board will be reduced from thirteen to twelve members as of the time of Mr. Schwieters’ retirement.

ITEM 9.01			FINANCIAL STATEMENTS AND EXHIBITS
(c)			Exhibits:
Exhibit No.						Description
104						Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

									DANAHER CORPORATION
Date:			November 6, 2025			By:			/s/ James F. O’Reilly
									James F. O’Reilly
									Senior Vice President, Deputy General Counsel and Secretary; Chief Sustainability Officer