Danaher (NYSE: DHR) EVP logs tax share withholding and 547 notional units

Rhea-AI Filing Summary

Danaher Corporation executive Christopher Paul Riley, an Executive Vice President, reported routine equity-related transactions. On February 2, 2026, 640 shares of Danaher common stock were withheld at $223.42 per share for tax purposes tied to performance-based restricted stock units, leaving him with 14,539 directly held common shares.

On the same date, his deferred compensation account received the Company’s annual contribution to the Danaher stock fund, credited as 547 unfunded, notional shares at $218.89 per share, bringing his balance in these derivative interests to 5,024.789 notional shares, which convert into common stock on a one-for-one basis under the plan terms.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Riley Christopher Paul

Role Executive Vice President

Type	Security	Shares	Price	Value
Grant/Award	Danaher Deferred Compensation Programs - Danaher Stock Fund	547	$218.89	$120K
Tax Withholding	Common Stock	640	$223.42	$143K

Holdings After Transaction: Danaher Deferred Compensation Programs - Danaher Stock Fund — 5,024.789 shares (Direct); Common Stock — 14,539 shares (Direct)

Footnotes (1)

1. This transaction relates to the withholding of certain shares for tax purposes in connection with the distribution of performance-based restricted stock units. Represents the Company's annual contribution to the Danaher stock fund in the reporting person's account under one or more of the plans that form part of Danaher's deferred compensation program. The Company contributions are deemed to be invested in a number of unfunded, notional shares of Danaher common stock. The price shown in Table II, Column 8 is the closing price per share of Danaher common stock as reported on the NYSE on the date used to determine the number of notional shares to be credited to the participant's account. The notional shares convert on a one-for-one basis. The vesting terms and manner and form of distribution of amounts contributed or deferred under the program are based upon the provisions of the respective plan, which provisions are summarized in the latest Danaher Corporation annual meeting proxy statement on Schedule 14A as filed with the Securities and Exchange Commission.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
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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).

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^*

Riley Christopher Paul

(Last) (First) (Middle)

2200 PENNSYLVANIA AVE NW

SUITE 800W

(Street)

WASHINGTON DC 20037

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DANAHER CORP /DE/ [ DHR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/02/2026		F		640(1)	D	$223.42	14,539	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Danaher Deferred Compensation Programs - Danaher Stock Fund(2)	$0(3)	02/02/2026		A		547		(4)	(4)	Common Stock	547	$218.89	5,024.789	D

Explanation of Responses:

1. This transaction relates to the withholding of certain shares for tax purposes in connection with the distribution of performance-based restricted stock units.

2. Represents the Company's annual contribution to the Danaher stock fund in the reporting person's account under one or more of the plans that form part of Danaher's deferred compensation program. The Company contributions are deemed to be invested in a number of unfunded, notional shares of Danaher common stock. The price shown in Table II, Column 8 is the closing price per share of Danaher common stock as reported on the NYSE on the date used to determine the number of notional shares to be credited to the participant's account.

3. The notional shares convert on a one-for-one basis.

4. The vesting terms and manner and form of distribution of amounts contributed or deferred under the program are based upon the provisions of the respective plan, which provisions are summarized in the latest Danaher Corporation annual meeting proxy statement on Schedule 14A as filed with the Securities and Exchange Commission.

Remarks:

	/s/ James F. O'Reilly as attorney-in-fact for Christopher Paul Riley	02/04/2026
	** 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.
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FAQ

What insider transactions did Danaher (DHR) EVP Christopher Paul Riley report?

Christopher Paul Riley reported two routine transactions on February 2, 2026. 640 common shares were withheld to cover taxes on performance-based restricted stock units, and 547 unfunded, notional shares were credited to his Danaher deferred compensation stock fund account as part of the Company’s annual contribution.

How many Danaher (DHR) common shares does Christopher Paul Riley hold after this Form 4?

After the reported tax withholding, Christopher Paul Riley directly holds 14,539 shares of Danaher common stock. This figure reflects his beneficial ownership following the 640-share withholding related to the distribution of performance-based restricted stock units on February 2, 2026.

What is the Danaher deferred compensation stock fund transaction reported in this Form 4?

The filing shows an annual Company contribution credited as 547 unfunded, notional shares in the Danaher stock fund within Riley’s deferred compensation account. These notional shares are valued using a $218.89 NYSE closing price and convert into Danaher common stock on a one-for-one basis under plan provisions.

At what prices were Christopher Paul Riley’s Danaher transactions recorded?

The tax-related withholding of 640 Danaher common shares was recorded at $223.42 per share. The Company’s annual contribution of 547 unfunded, notional shares to the Danaher stock fund in his deferred compensation program used a $218.89 per-share closing price to determine the credited amount.

How many notional Danaher shares does Christopher Paul Riley hold in deferred compensation?

Following the Company’s annual contribution, Riley holds 5,024.789 unfunded, notional shares in the Danaher stock fund within his deferred compensation programs. These notional shares track Danaher common stock value and convert to common shares on a one-for-one basis according to the respective plan terms.