Danaher (NYSE: DHR) SVP reports 1,695-share performance award vesting

Rhea-AI Filing Summary

Danaher Corporation executive Jose-Carlos Gutierrez-Ramos reported the vesting of 1,695 shares of common stock. The shares were acquired on February 4, 2026 at a price of $0.00 per share following achievement of performance criteria under a 2023 performance stock unit award.

After this transaction, he beneficially owned 12,999 shares of Danaher common stock in direct form. The vested award remains subject to a holding period that continues through December 31, 2027, meaning the shares are restricted from sale until that date.

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

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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^*

Gutierrez-Ramos Jose-Carlos

(Last) (First) (Middle)

2200 PENNSYLVANIA AVENUE 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)
	SVP, Chief Science Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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	02/04/2026		A		1,695(1)	A	$0	12,999	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. On February 24, 2023, the Compensation Committee of the Company's Board of Directors awarded the reporting person performance stock units under the Danaher Corporation 2007 Omnibus Incentive Plan. This Form 4 is being filed in connection with the determination by the Compensation Committee that the performance criteria of the award have been achieved. The award remains subject to a holding period that continues through December 31, 2027.

Remarks:

	/s/ James F. O'Reilly, attorney-in-fact for Jose-Carlos Gutierrez-Ramos	02/06/2026
	** 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.

FAQ

What insider transaction did Danaher (DHR) report for Jose-Carlos Gutierrez-Ramos?

Danaher reported that SVP and Chief Science Officer Jose-Carlos Gutierrez-Ramos acquired 1,695 shares of common stock. The shares resulted from a performance stock unit award that vested after meeting pre-set criteria, rather than an open-market purchase, and were reported at a price of $0.00 per share.

How many Danaher (DHR) shares does Jose-Carlos Gutierrez-Ramos own after this Form 4?

Following the reported transaction, Jose-Carlos Gutierrez-Ramos beneficially owned 12,999 shares of Danaher common stock directly. This total includes the 1,695 shares that vested on February 4, 2026 from a performance-based stock unit award granted in 2023 under the company’s omnibus incentive plan.

What triggered the 1,695-share award reported in Danaher (DHR) Form 4?

The 1,695 shares came from performance stock units granted on February 24, 2023, after Danaher’s Compensation Committee determined the award’s performance criteria had been achieved. This determination caused the units to convert into common stock, which was then reported on the Form 4 as an acquisition.

At what price were the Danaher (DHR) shares acquired in this insider filing?

The 1,695 Danaher shares were reported as acquired at a price of $0.00 per share. This reflects stock delivered under an incentive compensation plan rather than a cash purchase, consistent with performance stock units converting into common shares upon satisfaction of performance goals.

Is there a holding period on the Danaher (DHR) shares that vested for Gutierrez-Ramos?

Yes. The vested award remains subject to a holding period that continues through December 31, 2027. This means the shares obtained from the performance stock unit award are restricted and generally cannot be sold until that date, even though ownership has transferred.

What role does Jose-Carlos Gutierrez-Ramos hold at Danaher (DHR)?

Jose-Carlos Gutierrez-Ramos serves as Senior Vice President and Chief Science Officer at Danaher. His position is disclosed in the Form 4, which identifies him as an officer of the company and the reporting person for the performance-based stock unit vesting transaction.