Danaher (NYSE: DHR) CEO sells stock without 10b5-1 plan

Rhea-AI Filing Summary

DANAHER CORP (DHR) director and President & CEO Blair Rainer reported indirect sales of 58,255 shares of Common Stock on 2026-08-21 through a trust. The shares were sold in multiple open-market transactions at weighted average prices between $217.21 and $219.945 per share. After these transactions, Rainer reported 37,988 shares of Common Stock held directly.

Insider Trade Summary

Net Seller: 58,255 shares

Net Sell 4 txns

Insider Blair Rainer

Role President & CEO

Sold 58,255 shs ($12.74M)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	11,307	$217.7711	$2.46M
Sale	Common Stock F2	39,193	$218.7305	$8.57M
Sale	Common Stock F3	7,755	$219.3492	$1.70M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 0 shares (Indirect, By Trust); Common Stock — 37,988 shares (Direct)

Footnotes (3)

1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.21 to $218.205, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.21 to $219.20, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $219.2275 to $219.945, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

Key Figures

Total shares sold: 58,255 shares First block sold: 11,307 shares at $217.7711 per share Second block sold: 39,193 shares at $218.7305 per share +5 more

8 metrics

Total shares sold 58,255 shares Aggregate non-derivative Common Stock sales on 2026-08-21

First block sold 11,307 shares at $217.7711 per share Indirect sale by trust on 2026-08-21 (weighted average price)

Second block sold 39,193 shares at $218.7305 per share Indirect sale by trust on 2026-08-21 (weighted average price)

Third block sold 7,755 shares at $219.3492 per share Indirect sale by trust on 2026-08-21 (weighted average price)

Price range (first block) $217.21–$218.205 per share Multiple trades aggregated into first weighted average price

Price range (second block) $218.21–$219.20 per share Multiple trades aggregated into second weighted average price

Price range (third block) $219.2275–$219.945 per share Multiple trades aggregated into third weighted average price

Direct holdings after transactions 37,988 shares Common Stock directly owned by Blair Rainer as of 2026-08-21

Key Terms

weighted average price, indirect, By Trust, Sale in open market or private transaction

4 terms

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

indirect financial

"Ownership type is reported as indirect, nature of ownership "By Trust"."

By Trust financial

"direct_or_indirect is "I" with nature_of_ownership described as "By Trust"."

Sale in open market or private transaction financial

"transaction_code_description is "Sale in open market or private transaction"."

FAQ

How many DANAHER (DHR) shares did Blair Rainer sell in this Form 4?

Blair Rainer reported selling a total of 58,255 shares of Danaher Common Stock on 2026-08-21, in three separate open-market transactions carried out indirectly through a trust.

What were the sale prices for Blair Rainer’s DHR stock transactions?

The reported weighted average prices were $217.7711, $218.7305 and $219.3492 per share. Footnotes state these were computed from multiple trades in ranges from $217.21–$218.205, $218.21–$219.20, and $219.2275–$219.945, respectively.

Were Blair Rainer’s DHR share sales made directly or through an entity?

All three reported sales were made in Danaher Common Stock held indirectly, with the ownership described as "By Trust". The transactions therefore relate to shares held through a trust associated with Blair Rainer.

How many DANAHER (DHR) shares does Blair Rainer hold directly after these transactions?

Following the reported sales, Blair Rainer reported 37,988 shares of Danaher Common Stock held with direct ownership as of 2026-08-21.

Were these DHR insider sales under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox was not marked, so these reported transactions were not affirmed as being made pursuant to a Rule 10b5-1 trading plan.

What type of transaction code appears on Blair Rainer’s DHR Form 4?

Each sale is reported with transaction code “S”, described as a “Sale in open market or private transaction” for non-derivative Common Stock held indirectly by trust.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/24/2026 - 05:01 PM Accepted by SEC EDGAR 08/24/2026 - 05:00 PM 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^*

Blair Rainer

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026

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	08/21/2026		S		11,307	D	$217.7711(1)	46,948	I	By Trust
Common Stock	08/21/2026		S		39,193	D	$218.7305(2)	7,755	I	By Trust
Common Stock	08/21/2026		S		7,755	D	$219.3492(3)	0	I	By Trust
Common Stock								37,988	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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.21 to $218.205, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.21 to $219.20, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $219.2275 to $219.945, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

Remarks:

	/s/ James F. O'Reilly, attorney-in-fact for Rainer Blair	08/24/2026
	** 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)