FTV Form 4: CEO Accrues 11.75 Notional Shares; 9,511.181 Shares Reported
Rhea-AI Filing Summary
Soroye Olumide, President & CEO of Fortive Corporation (FTV), reported an acquisition of notional phantom shares in the company’s Executive Deferred Incentive Program (EDIP) Stock Fund on 09/26/2025. The filing shows an accrual of 11.75 notional shares based on the NYSE closing price of $48.53 used for the dividend accrual calculation and reports 9,511.181 common stock equivalents beneficially owned following the transaction. The notional shares convert one-to-one into common stock. Voluntary contributions to the EDIP Stock Fund vest immediately for the reporting person; employer contributions vest according to specified service and age conditions. The total notional balance includes an anti-dilution adjustment related to the June 28, 2025 spin-off of Ralliant Corporation.
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Insights
TL;DR: Routine insider accrual of EDIP phantom shares; converts 1:1 and increases reported beneficial ownership modestly.
The Form 4 documents a non-derivative acquisition: an 11.75-share notional dividend accrual in Fortive’s EDIP Stock Fund valued using the $48.53 NYSE close. The filing reports 9,511.181 common stock equivalents after an anti-dilution adjustment tied to the Ralliant spin-off. This is an administrative compensation-related accrual rather than an open-market trade, so it does not signal a change in market exposure from buying or selling shares. For modelling equity dilution or insider concentration, treat these as compensation-related, vested or conditionally vested per EDIP rules explained in the filing.
TL;DR: Disclosure is clear on vesting and conversion; shows proper post-spin-off anti-dilution adjustment.
The Form 4 provides explicit detail that notional shares are credited as dividend accruals, convert one-to-one to common stock, and that voluntary contributions vest immediately for the reporting person while employer contributions follow EDIP vesting schedule. The filing also notes an anti-dilution adjustment from the June 28, 2025 spin-off of Ralliant Corporation, which explains the reported aggregate balance. Signature by an attorney-in-fact is properly included. No governance exceptions or omissions are apparent from the disclosed content.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Executive Deferred Incentive Program - Fortive Stock Fund | 11.75 | $48.53 | $570.23 |
Footnotes (1)
- The reported securities are notional dividend accruals on phantom shares in the Fortive stock fund (the "EDIP Stock Fund") under Fortive's Executive Deferred Incentive Program (the "EDIP"). The number of phantom shares accrued as a result of such notional dividend accruals is based on the closing price of the Issuer's common stock as reported on the NYSE on the date such dividend accruals are credited to the EDIP Stock Fund, which is the price shown in Table II, Column 8 above. The notional shares convert on a one-to-one basis. The Reporting Person immediately vests in 100% of each voluntary contribution to the EDIP Stock Fund. The Reporting Person will vest in all contributions to the EDIP Stock Fund by the Issuer as follows: 100% upon the earlier of the Reporting Person's death, or upon retirement following at least 5 years of service with the Issuer and reaching the age of 55, or, if earlier, one-tenth per year of participation following five years of participation, in each case in accordance with the EDIP. Upon termination of employment, the vested portion of the EDIP Stock Fund is settled in the Issuer's common stock. The total number of phantom shares reflects an anti-dilution adjustment applied as a result of the spin-off of Ralliant Corporation from the Issuer on June 28, 2025.