Danaher (DHR) CFO receives option and stock awards, uses shares for taxes

Rhea-AI Filing Summary

Danaher Corporation executive vice president and CFO Matthew E. Gugino reported equity compensation changes. He received an employee stock option for 10,778 shares at a price of $0.0000 per share and a grant of 3,988 shares of common stock, both classified as grant or award acquisitions on March 1, 2026. A separate disposition of 231 common shares at $210.64 per share was recorded to cover tax obligations, leaving him with 11,401 directly owned common shares. Footnotes note that the restricted stock units vest in four annual installments, while the options become exercisable in two installments on the third and fourth anniversaries of the grant date.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Gugino Matthew E

Role EVP & Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Employee stock option (right to buy)	10,778	$0.00	--
Grant/Award	Common Stock	3,988	$0.00	--
Tax Withholding	Common Stock	231	$210.64	$49K
holding	Common Stock	--	--	--

Holdings After Transaction: Employee stock option (right to buy) — 10,778 shares (Direct); Common Stock — 11,632 shares (Direct); Common Stock — 112.137 shares (Indirect, By 401(k))

Footnotes (1)

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. 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.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Gugino Matthew E

(Last) (First) (Middle)

2200 PENNSYLVANIA AVE 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)
	EVP & Chief Financial 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		3,988(1)	A	$0	11,632	D
Common Stock	03/01/2026		F		231	D	$210.64	11,401	D
Common Stock								112.137	I	By 401(k)

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		10,778		(2)	03/01/2036	Common Stock	10,778	$0	10,778	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 Matthew E. Gugino	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).
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 transactions did Danaher (DHR) CFO Matthew Gugino report?

Matthew Gugino reported equity awards and a tax-related share disposition. He received an option for 10,778 shares and a grant of 3,988 common shares on March 1, 2026, plus a 231-share disposition to satisfy tax obligations related to the award.

How many Danaher (DHR) options and shares were awarded to the CFO?

The CFO was awarded an employee stock option covering 10,778 shares and a separate grant of 3,988 common shares. These are classified as grant or award acquisitions and represent part of his equity-based compensation from Danaher Corporation on March 1, 2026.

Why did Danaher (DHR) CFO dispose of 231 shares in this Form 4?

The 231-share disposition is labeled as a tax-withholding transaction. Shares were delivered at a price of $210.64 per share to satisfy the exercise price or tax liability arising from the equity award, rather than representing an open-market sale by the executive.

What is Matthew Gugino’s Danaher (DHR) share ownership after these transactions?

After these reported transactions, Matthew Gugino directly owns 11,401 shares of Danaher common stock. The Form 4 also notes an indirect holding of 112.137 shares in a 401(k) plan, reflecting retirement-plan ownership in addition to his directly held shares.

How do the Danaher (DHR) RSU awards to the CFO vest over time?

The restricted stock units granted to the CFO vest in four equal parts. Twenty-five percent of the RSUs vest on each of the first four anniversaries of the March 1, 2026 grant date, and they are payable solely in Danaher common stock upon vesting.

When do the Danaher (DHR) stock options granted to the CFO become exercisable?

The options granted on March 1, 2026 become exercisable in two stages. Fifty percent of the options vest on the third anniversary of the grant date and the remaining fifty percent vest on the fourth anniversary, according to the Form 4 footnote disclosure.