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Danaher director Sanders acquires 178 phantom shares

The plan’s deferred amounts are fully vested, and phantom shares convert one-for-one into Danaher common stock upon distribution.

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Form Type
4

Rhea-AI Filing Summary

Danaher director A. Shane Sanders acquired 178 phantom shares on October 30, 2026; the reported per-share figure of $232.23 was Danaher common stock’s closing price that day. Sanders’s direct balance after the transaction was 3,341 phantom shares. Under the Non-Employee Directors Deferred Compensation Plan, deferred amounts are converted into notional shares using the closing price on the quarterly date they otherwise would have been paid. Upon distribution, phantom shares convert one-for-one into common stock, and Sanders is fully vested in all amounts deferred under the Plan.

Insider Sanders A Shane
Role Director
Type Security Shares Price Value
Grant/Award Phantom shares F1, F2, F3 177.692 $232.23 $41K
Holdings After Transaction: Phantom shares — 3,340.985 contracts (Direct)
Footnotes (3)
  1. F1. Under the terms of the Non-Employee Directors Deferred Compensation Plan (the "Plan") established under the Danaher Corporation Omnibus Incentive Plan, the reporting person can defer all or part of the cash director fees s/he is entitled to receive each quarter. Amounts deferred under the plan (which includes dividend accruals on plan balances and may also include cash director fees) are converted into a particular number of notional shares of Danaher common stock, calculated based on the closing price of Danaher's common stock on the quarterly date such amounts otherwise would have been paid. The price shown in Table II, Column 8 above is the closing price per share of the Danaher common stock as reported on the NYSE on the transaction date noted above.
  2. F2. Upon distribution, the phantom shares convert into shares of Danaher common stock on a one-for-one basis.
  3. F3. The reporting person is fully vested in all amounts deferred under the Plan.
Phantom shares acquired 178 phantom shares October 30, 2026
Reported per-share closing price $232.23 per share October 30, 2026
Direct phantom-share balance after transaction 3,341 phantom shares Following the October 30, 2026 transaction
phantom shares financial
"Upon distribution, the phantom shares convert into shares of Danaher common stock"
Phantom shares are a form of employee or executive compensation that mimics the economic value of owning company stock without actually issuing real shares; holders receive cash or equivalent payments tied to the company’s share price or dividends. Think of it like a receipt that pays out if the stock rises — it aligns managers’ interests with shareholders but does not dilute ownership, while creating a future cash obligation that investors should watch as it can affect company cash flow and valuation.
notional shares financial
"converted into a particular number of notional shares"
Non-Employee Directors Deferred Compensation Plan financial
"Under the terms of the Non-Employee Directors Deferred Compensation Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many DHR phantom shares did director A. Shane Sanders acquire?

A. Shane Sanders acquired 178 phantom shares on October 30, 2026. The reported per-share figure was $232.23, and his direct balance after the transaction was 3,341 phantom shares.

How are DHR phantom shares valued under the directors’ plan?

Deferred amounts are converted into notional shares using the closing price on the quarterly date the amounts otherwise would have been paid. The deferred amounts include dividend accruals and may also include cash director fees.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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*
Sanders A Shane

(Last)(First)(Middle)
2200 PENNSYLVANIA AVENUE, NW
SUITE 800W

(Street)
WASHINGTON DISTRICT OF COLUMBIA 20037

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
DANAHER CORP /DE/ [ DHR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom shares(1)$0(2)10/30/2026A177.692 (3) (3)Common Stock177.692$232.233,340.985D
Explanation of Responses:
1. Under the terms of the Non-Employee Directors Deferred Compensation Plan (the "Plan") established under the Danaher Corporation Omnibus Incentive Plan, the reporting person can defer all or part of the cash director fees s/he is entitled to receive each quarter. Amounts deferred under the plan (which includes dividend accruals on plan balances and may also include cash director fees) are converted into a particular number of notional shares of Danaher common stock, calculated based on the closing price of Danaher's common stock on the quarterly date such amounts otherwise would have been paid. The price shown in Table II, Column 8 above is the closing price per share of the Danaher common stock as reported on the NYSE on the transaction date noted above.
2. Upon distribution, the phantom shares convert into shares of Danaher common stock on a one-for-one basis.
3. The reporting person is fully vested in all amounts deferred under the Plan.
Remarks:
/s/ James F. O'Reilly, attorney-in-fact for A. Shane Sanders11/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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