[8-K] Danaher Corporation Reports Material Event

Rhea-AI Filing Summary

Clean Harbors, Inc. (CLH) – Form 144 filing

• Securities for sale: 836 common shares, representing roughly 0.0016% of the 53,632,607 shares outstanding.
• Approximate market value: $195,323.04 based on figures supplied in the notice.
• Planned sale date & venue: 31 Jul 2025 on the NYSE through broker Morgan Stanley Smith Barney LLC, 1 New York Plaza, NY.
• Source of shares: Restricted stock acquired 21 May 2025 from the issuer; no indication the transfer was a gift.
• Prior 3-month activity: The filer reports “Nothing to Report,” indicating no other sales during that period.
• Certification: Signatory attests to having no undisclosed material adverse information and acknowledges Rule 10b5-1 requirements.

The document is a routine notice of intent to sell a modest number of insider-held shares. No financial performance data, guidance, or operational updates are included.

Insights

Securities Analyst

TL;DR: 836-share Form 144 sale is immaterial to CLH’s float; neutral impact.

The filing discloses an insider’s plan to sell 836 common shares—worth about $195k—out of 53.6 million outstanding. At 0.0016% of float, the transaction is de minimis and unlikely to influence market liquidity or price. No other sales in the past three months reduces concerns over a pattern of disposition. Because the shares originate from recently vested restricted stock, this appears to be a standard liquidity move rather than a strategic shift. I view the disclosure as routine and non-impactful.

Corporate Governance Expert

TL;DR: Insider sale small, transparent, complies with Rule 144; governance stance neutral.

The notice satisfies Rule 144’s disclosure requirements: broker identified, sale window specified, and certification of no undisclosed MNPI. Absence of sales in the preceding quarter and the modest dollar amount mitigate governance red flags. Unless this sale coincides with other large disposals or negative news, it poses no material governance concern.

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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): July 28, 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 July 28, 2025, Brian W. Ellis, Senior Vice President and General Counsel of Danaher Corporation (the “Company” or “Danaher”), notified the Company that he plans to relinquish his role as General Counsel as of August 25, 2025, after which he will continue in an executive officer role as Senior Vice President of the Company until his retirement from the Company on February 28, 2026.

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:			July 28, 2025			By:			/s/ James F. O’Reilly
									James F. O’Reilly
									Senior Vice President, Deputy General Counsel and Secretary; Chief Sustainability Officer