Danaher Corp (NYSE: DHR) director awarded additional phantom shares

Rhea-AI Filing Summary

Danaher Corporation director Raymond C. Stevens reported an acquisition of 181.549 phantom shares on July 31, 2026, under the Non-Employee Directors Deferred Compensation Plan, based on the $194.98 NYSE closing price of Danaher common stock. Each phantom share converts into one share of common stock upon distribution, and the reporting person is fully vested in all amounts deferred under the plan, bringing his phantom-share balance to 7,427.835.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stevens Raymond C

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom shares F1, F2, F3	181.549	$194.98	$35K

Holdings After Transaction: Phantom shares — 7,427.835 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.

Key Figures

Phantom shares acquired: 181.5490 shares Reference price per share: $194.9800 Phantom shares after transaction: 7427.8350 shares +1 more

4 metrics

Phantom shares acquired 181.5490 shares Grant/award acquisition on July 31, 2026 under the Non-Employee Directors Deferred Compensation Plan

Reference price per share $194.9800 Closing price of Danaher common stock on the NYSE on July 31, 2026 used to calculate notional shares

Phantom shares after transaction 7427.8350 shares Total phantom-share balance directly owned by Raymond C. Stevens following the reported acquisition

Conversion ratio 1:1 Each phantom share converts into one share of Danaher common stock upon distribution

Key Terms

Phantom shares, Non-Employee Directors Deferred Compensation Plan, Danaher Corporation Omnibus Incentive Plan, notional shares

4 terms

Phantom shares financial

"Upon distribution, the phantom shares convert into shares of Danaher common stock"

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

"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"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/04/2026 - 05:01 PM Accepted by SEC EDGAR 08/04/2026 - 05:00 PM Learn about SEC filing dates

FAQ

What did Danaher (DHR) director Raymond C. Stevens report in this Form 4?

Raymond C. Stevens reported acquiring 181.549 phantom shares on July 31, 2026 under Danaher’s Non-Employee Directors Deferred Compensation Plan, based on a $194.98 closing price, increasing his phantom-share balance to 7,427.835 units linked to Danaher common stock.

How are the phantom shares reported by Danaher (DHR) director Stevens valued?

The 181.549 phantom shares are valued using the $194.98 per share NYSE closing price of Danaher common stock on July 31, 2026. Under the plan, deferred cash fees and dividend accruals are converted into notional shares at that closing price each quarter.

What do the phantom shares reported for Danaher (DHR) convert into?

Upon distribution, the phantom shares convert one-for-one into Danaher common stock. The units are notional until payout, when each phantom share becomes one share of Danaher common stock according to the plan’s terms.

Is Danaher (DHR) director Raymond C. Stevens vested in the deferred compensation plan amounts?

Yes. The filing notes the reporting person is fully vested in all amounts deferred under the Non-Employee Directors Deferred Compensation Plan. This means the phantom-share units representing his deferred director fees are fully earned under the plan’s vesting terms.

What is Raymond C. Stevens’ phantom share balance in Danaher (DHR) after this transaction?

After acquiring 181.549 phantom shares, Raymond C. Stevens holds a total of 7,427.835 phantom shares. These units represent deferred director compensation and will convert into the same number of Danaher common shares upon distribution under the plan.

Is the Danaher (DHR) insider transaction a direct or indirect holding?

The filing classifies the phantom-share position as direct ownership. The reported units are held directly by Raymond C. Stevens under Danaher’s Non-Employee Directors Deferred Compensation Plan, rather than through a trust or other indirect entity.

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^*

Stevens Raymond C

(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
	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)

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

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
Phantom shares(1)	$0(2)	07/31/2026		A		181.549		(3)	(3)	Common Stock	181.549	$194.98	7,427.835	D

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 as attorney-in-fact for Raymond C. Stevens, Ph.D.	08/04/2026
	** 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.
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)