Danaher’s Mitchell Rales waives 500,000-share award

The award had been granted on August 4, 2026, and the waiver involved no consideration.

Rhea-AI Filing Summary

Mitchell P. Rales reported disposition transactions in this Form 4 filing. Danaher (DHR) reported that Chairman of Exec. Committee Mitchell P. Rales waived his right to a restricted stock unit award covering 500,000 common shares on October 9, 2026, for no consideration; the award had been granted August 4, 2026. His reported direct common-stock holdings after the transaction were 53,228 shares. Separately reported indirect holdings included 778,352 shares through the Mitchell P. Rales Family Trust, 801 shares by the 401(k) Plan, and 26,171,000 shares through single-member LLCs.

Insider Trade Summary

Disposition: 500,000 shares

Disposition 6 txns

Insider RALES MITCHELL P

Role Chairman of Exec. Committee

Type	Security	Shares	Price	Value
Disposition	Common Stock, par value $.01 F1	500,000	$0.00	$0.00
holding	Common Stock, par value $.01 F2	--	--	--
holding	Common Stock, par value $.01	--	--	--
holding	Common Stock, par value $.01 F3	--	--	--
holding	Common Stock, par value $.01 F3	--	--	--
holding	Common Stock, par value $.01 F4	--	--	--

Holdings After Transaction: Common Stock, par value $.01 — 53,228 shares (Direct); Common Stock, par value $.01 — 778,352 shares (Indirect, Through the Mitchell P. Rales Family Trust); Common Stock, par value $.01 — 801 shares (Indirect, By 401(k) Plan); Common Stock, par value $.01 — 6,512 shares (Indirect, By trust for daughter); Common Stock, par value $.01 — 26,171,000 shares (Indirect, Through single-member LLCs)

Footnotes (4)

1. F1. On October 9, 2026, the Reporting Person waived his right to the restricted stock unit award granted to him on August 4, 2026 with respect to 500,000 shares of the Company's common stock, for no consideration.
2. F2. The Reporting Person is the trustee of the Mitchell P. Rales Family Trust.
3. F3. The reported shares are held through custodial accounts for the benefit of the Reporting Person's daughter. The Reporting Person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.
4. F4. The reported shares are held through single-member LLCs, of which a revocable trust with the Reporting Person as the sole trustee and beneficiary is the sole member.

Key Figures

Restricted stock unit award shares waived: 500,000 shares Direct common shares after transaction: 53,228 shares Family Trust common shares: 778,352 shares +2 more

5 metrics

Restricted stock unit award shares waived 500,000 shares Award granted August 4, 2026; waiver reported October 9, 2026

Direct common shares after transaction 53,228 shares Reported October 9, 2026

Family Trust common shares 778,352 shares Reported as held through the Mitchell P. Rales Family Trust

401(k) Plan common shares 801 shares Reported as held by the 401(k) Plan

Single-member LLC common shares 26,171,000 shares Reported as held through single-member LLCs

Key Terms

restricted stock unit award, beneficial ownership, custodial accounts, single-member LLCs

4 terms

restricted stock unit award financial

"the restricted stock unit award granted to him"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

beneficial ownership regulatory

"disclaims beneficial ownership of the shares held by his daughter"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

custodial accounts financial

"held through custodial accounts for the benefit of the Reporting Person's daughter"

Custodial accounts are savings or investment accounts managed by an adult for a minor until they reach a certain age. Think of it as a digital piggy bank controlled by a guardian, where money or assets are held in trust for someone too young to manage them on their own. These accounts matter to investors because they provide a way to save or invest on behalf of a child, often for future education or other needs.

single-member LLCs financial

"held through single-member LLCs"

FAQ

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

What happened to Mitchell P. Rales's 500,000-share DHR award?

On October 9, 2026, Mitchell P. Rales waived his right to a restricted stock unit award covering 500,000 shares for no consideration. The award had been granted August 4, 2026.

How many DHR shares did Mitchell P. Rales report directly after the transaction?

Mitchell P. Rales reported 53,228 shares of common stock held directly after the transaction.

What indirect DHR share positions were reported for Mitchell P. Rales?

Reported indirect positions included 778,352 shares through the Mitchell P. Rales Family Trust, 801 shares by the 401(k) Plan, and 26,171,000 shares through single-member LLCs.

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

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Available on EDGAR 10/14/2026 - 04:30 PM EDT Accepted by SEC EDGAR 10/14/2026 - 04:30 PM EDT Learn about SEC filing dates

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
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^*

RALES MITCHELL P

(Last) (First) (Middle)

11790 GLEN ROAD

(Street)

POTOMAC MARYLAND 20854

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of Exec. Committee

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/09/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01	10/09/2026		D(1)		500,000	D	$0	53,228	D
Common Stock, par value $.01								778,352	I	Through the Mitchell P. Rales Family Trust(2)
Common Stock, par value $.01								801	I	By 401(k) Plan
Common Stock, par value $.01								3,256	I	By trust for daughter(3)
Common Stock, par value $.01								3,256	I	By trust for daughter(3)
Common Stock, par value $.01								26,171,000	I	Through single-member LLCs(4)

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

Explanation of Responses:

1. On October 9, 2026, the Reporting Person waived his right to the restricted stock unit award granted to him on August 4, 2026 with respect to 500,000 shares of the Company's common stock, for no consideration.

2. The Reporting Person is the trustee of the Mitchell P. Rales Family Trust.

3. The reported shares are held through custodial accounts for the benefit of the Reporting Person's daughter. The Reporting Person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.

4. The reported shares are held through single-member LLCs, of which a revocable trust with the Reporting Person as the sole trustee and beneficiary is the sole member.

	By: /s/ Mitchell P. Rales	10/14/2026
	** 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.
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)