EW Insider Trade: Larry Wood Exercises Options and Sells Shares Under 10b5-1 Plan

Rhea-AI Filing Summary

Edwards Lifesciences (EW) insider activity: On 08/18/2025, Larry L. Wood, Global President TAVR & Surg, reported option exercise and related open-market sales under a Rule 10b5-1 plan. He acquired 8,950 shares via exercise of employee stock options at an exercise price of $59.2567 and then sold 8,950 shares in multiple trades at a weighted average sale price of $78.0647.

Following these transactions, the filing shows Mr. Wood beneficially owns 215,850.3913 shares after the acquisition and 206,900.3913 after the sale; an additional 148.1703 shares are held indirectly in a 401(k). The 10b5-1 plan was adopted on February 27, 2025, and the report is signed by an attorney-in-fact on 08/18/2025.

Positive

• Transactions executed under a Rule 10b5-1 plan, indicating pre-planned trading and reduced appearance of opportunistic timing
• Exercise of employee stock options increased immediate ownership before the sales, showing usage of compensation benefits

Negative

• Open-market sale of 8,950 shares reduced direct beneficial ownership from 215,850.3913 to 206,900.3913
• Sale executed in multiple trades, requiring the filer to offer detailed trade-level info upon request

Insights

Securities Analyst

TL;DR: Routine option exercise followed by an automated sale under a 10b5-1 plan; net beneficial holdings fell modestly.

The filing documents a standard insider exercise of 8,950 employee stock options at $59.2567 per share and concurrent open-market sales of the same number of shares at a weighted average of $78.0647. The transactions were executed pursuant to a Rule 10b5-1 plan adopted on February 27, 2025, which indicates pre-planned disposition rather than ad-hoc trading. The report shows a decrease in directly held shares from 215,850.3913 to 206,900.3913, with a small indirect 401(k) holding of 148.1703 shares. This is a routine disclosure with limited material impact on the company’s capital structure.

Corporate Governance Expert

TL;DR: Governance procedures observed: use of 10b5-1 plan and attorney-in-fact signature for execution and reporting.

The Form 4 shows adherence to standard insider-trading governance: a documented Rule 10b5-1 trading plan and use of an attorney-in-fact to execute and file the form on 08/18/2025. The filing includes an explanation offering to provide trade-level details upon SEC or issuer request, which supports transparency. No departures from required disclosure practices are evident in the text provided.

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).

X

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^*

Wood Larry L

(Last) (First) (Middle)

ONE EDWARDS WAY

(Street)

IRVINE CA 92614

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Edwards Lifesciences Corp [ EW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Global President TAVR & Surg

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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	08/18/2025		M(1)		8,950	A	$59.2567	215,850.3913	D
Common Stock	08/18/2025		S(1)		8,950	D	$78.0647(2)	206,900.3913	D
Common Stock								148.1703	I	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 Acquire)	$59.2567	08/18/2025		M			8,950	05/08/2020	05/07/2026	Common Stock	8,950	$0.0000	35,800	D

Explanation of Responses:

1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 27, 2025.

2. This transaction was executed in multiple trades at prices ranging from $77.68 to $78.43. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, uponrequest by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

This Form 4 reflects changes in beneficial ownership only; it does not identify other securities of the Issuer beneficially owned by the Reporting Person.

	Linda J. Park, Attorney-in-Fact	08/18/2025
	** 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 transactions did Larry L. Wood report on the Form 4 for EW?

The report discloses an exercise of 8,950 employee stock options at $59.2567 per share and a concurrent sale of 8,950 shares in multiple trades at a weighted average price of $78.0647 on 08/18/2025.

Were these transactions part of a 10b5-1 trading plan for EW insider Larry Wood?

Yes. The Form 4 states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on February 27, 2025.

How did these trades change Larry Wood’s beneficial ownership in EW?

The filing shows beneficial ownership of 215,850.3913 shares after the acquisition and 206,900.3913 shares after the sale; 148.1703 shares are held indirectly in a 401(k).

At what prices were the EW shares bought and sold according to the Form 4?

The option exercise price was $59.2567. The open-market sale price was a weighted average of $78.0647, with individual sale prices ranging from $77.68 to $78.43.

Who signed the Form 4 for Larry Wood and when?

The Form 4 was signed by Linda J. Park, Attorney-in-Fact on 08/18/2025.