STOCK TITAN

Danaher (NYSE: DHR) director adds phantom share units via fee deferral

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Danaher director Linda Filler acquired 18.333 phantom shares on July 31, 2026 as a grant under the company’s Non-Employee Directors Deferred Compensation Plan, where quarterly cash director fees are deferred into notional Danaher stock valued at $194.98 per share. Following this award, she holds 8,954.736 phantom shares, which are fully vested and convert into Danaher common stock on a one-for-one basis upon distribution at a $0.00 conversion price.

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Insider FILLER LINDA
Role Director
Type Security Shares Price Value
Grant/Award Phantom shares F1, F2, F3 18.333 $194.98 $4K
Holdings After Transaction: Phantom shares — 8,954.736 shares (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 they are 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 granted 18.333 phantom shares Grant to director Linda Filler on July 31, 2026 under the deferred compensation plan
Closing stock price used $194.98 per share Danaher NYSE closing price on July 31, 2026 used to calculate phantom shares
Phantom shares after transaction 8,954.736 phantom shares Total phantom share balance held by Linda Filler following the reported grant
Conversion ratio 1 phantom share : 1 common share Phantom shares convert into Danaher common stock on a one-for-one basis at distribution
Conversion price $0.00 Conversion or exercise price for phantom shares into Danaher common stock
Transaction date July 31, 2026 Date of phantom share grant to Linda Filler
Phantom shares financial
"Upon distribution, the phantom shares convert into shares of Danaher common stock on a one-for-one basis."
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.
Non-Employee Directors Deferred Compensation Plan financial
"Under the terms of the Non-Employee Directors Deferred Compensation Plan established under the Danaher Corporation Omnibus Incentive Plan..."
Danaher Corporation Omnibus Incentive Plan financial
"The Non-Employee Directors Deferred Compensation Plan established under the Danaher Corporation Omnibus Incentive Plan..."
notional shares financial
"Amounts deferred under the plan are converted into a particular number of notional shares of Danaher common stock..."

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FAQ

What insider transaction did Danaher (DHR) report for director Linda Filler?

Danaher reported that director Linda Filler acquired 18.333 phantom shares on July 31, 2026. These units were issued under a director deferred compensation plan and are tied to Danaher’s stock price rather than being immediate shares of common stock.

How many Danaher (DHR) phantom shares does Linda Filler hold after this Form 4?

After the reported grant, Linda Filler holds 8,954.736 phantom shares. These units represent deferred director fees, remain fully vested, and will convert into the same number of Danaher common shares when they are ultimately distributed under the plan’s terms.

What are phantom shares in Danaher (DHR)’s director deferred compensation plan?

In Danaher’s plan, phantom shares are notional units credited instead of cash director fees, based on Danaher’s closing stock price. Over time, these phantom shares, including dividend accruals, convert into Danaher common stock on a one-for-one basis at distribution.

At what price were Linda Filler’s Danaher (DHR) phantom shares valued for this grant?

The 18.333 phantom shares were valued using Danaher’s $194.98 closing stock price on the NYSE on July 31, 2026. That price is used solely to calculate the number of notional units credited for the deferred quarterly director fees.

Is Linda Filler’s Danaher (DHR) phantom share grant under a Rule 10b5-1 trading plan?

The Rule 10b5-1 checkbox for this filing is not marked as a trading-plan transaction, and the footnotes describe a standing deferred compensation plan for directors rather than a discretionary stock trading program.

Are Linda Filler’s Danaher (DHR) phantom shares vested and what is their conversion ratio?

The filing states that Linda Filler is fully vested in all deferred amounts under the plan. Upon distribution, her phantom shares convert into Danaher common stock on a one-for-one basis, meaning each phantom share becomes one share of common stock.
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*
FILLER LINDA

(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)
07/31/2026
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)07/31/2026A18.333 (3) (3)Common Stock18.333$194.988,954.736D
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 they are 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 Linda Filler08/04/2026
** 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)