Danaher (NYSE: DHR) grants options and RSUs to chief science officer

Rhea-AI Filing Summary

Danaher Corporation reported equity awards for SVP and Chief Science Officer Jose-Carlos Gutierrez-Ramos. He received 17,964 employee stock options and 6,647 shares of common stock as a grant on March 1, 2026. The footnotes state that 25% of the restricted stock units vest on each of the first four anniversaries of the grant date, and 50% of the options become exercisable on each of the third and fourth anniversaries. In a related tax-withholding transaction, 284 shares of common stock were disposed of at $210.64 per share, leaving him with 19,018 common shares directly owned after these transactions.

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)
03/01/2026

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	03/01/2026		A		6,647(1)	A	$0	19,302	D
Common Stock	03/01/2026		F		284	D	$210.64	19,018	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
Employee stock option (right to buy)	$210.64	03/01/2026		A		17,964		(2)	03/01/2036	Common Stock	17,964	$0	17,964	D

Explanation of Responses:

1. On the date indicated, Danaher Corporation granted the reporting person restricted stock units (RSUs) in the amount indicated. Since the RSUs are payable solely in common stock, they are being reported in Table I of this Form 4. Twenty-five percent of the RSUs vest on each of the first four anniversaries of the grant date, which is March 1, 2026.

2. Fifty percent of the options granted become exercisable on each of the third and fourth anniversaries of the grant date, which is March 1, 2026.

Remarks:

	/s/ James F. O'Reilly, attorney-in-fact for Jose-Carlos Gutierrez-Ramos	03/03/2026
	** 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).
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FAQ

What equity awards did Danaher (DHR) grant to Jose-Carlos Gutierrez-Ramos?

Danaher granted Jose-Carlos Gutierrez-Ramos 17,964 employee stock options and 6,647 shares of common stock on March 1, 2026. These awards are part of his compensation as SVP and Chief Science Officer and follow specified multi-year vesting schedules.

How do the restricted stock units for Danaher (DHR) executive vest?

The restricted stock units vest in four equal parts, with 25% vesting each year on the first four anniversaries of the March 1, 2026 grant date. This structure encourages longer-term alignment between the executive and Danaher’s shareholders over several years.

What is the vesting schedule for the Danaher (DHR) stock options granted?

The filing states that 50% of the stock options become exercisable on each of the third and fourth anniversaries of the March 1, 2026 grant date. This back-loaded vesting delays exercisability, linking potential option value to longer-term company performance.

Why were 284 Danaher (DHR) shares disposed of in this Form 4?

The 284 common shares were disposed of under transaction code “F” at $210.64 per share, which indicates a tax-withholding disposition. This means shares were used to satisfy tax obligations related to the equity award, not an open-market sale decision.

How many Danaher (DHR) shares does Jose-Carlos Gutierrez-Ramos own after these transactions?

After the reported grant and tax-withholding disposition, Jose-Carlos Gutierrez-Ramos directly owns 19,018 shares of Danaher common stock. This total reflects the net impact of the new share grant and the 284 shares withheld to cover related tax liabilities.

Are the Danaher (DHR) equity awards to the chief science officer immediately exercisable or fully vested?

No, both awards vest over time. The restricted stock units vest 25% per year over four years, and the stock options vest 50% on each of the third and fourth anniversaries. This staggered schedule ties executive compensation to multi-year company performance.