FTV Form 4: Chief People Officer reports EDIP accrual after Ralliant spin-off

Rhea-AI Filing Summary

Stacey A. Walker, SVP and Chief People Officer of Fortive Corp (FTV), reported a Section 16 Form 4 transaction showing acquisition of 15.972 notional (phantom) shares in the company’s Executive Deferred Incentive Program (EDIP) Stock Fund on 09/26/2025 at a referenced closing price of $48.53. After the accrual, the EDIP Stock Fund balance reported is 12,934.865 shares (notional). The filing explains these are dividend-based phantom share accruals that convert one-for-one into common stock upon settlement and describes vesting: voluntary contributions vest immediately, employer contributions vest on death, retirement after specified service/age conditions, or prorated after participation thresholds. The total reflect an anti-dilution adjustment tied to Fortive’s spin-off of Ralliant Corporation on June 28, 2025. The form was signed by an attorney-in-fact on 09/30/2025.

Positive

• Clear disclosure of the EDIP phantom share accrual including price ($48.53) and exact notional shares acquired (15.972)
• Vesting terms favorable for voluntary contributions (100% immediate), reducing forfeiture risk for the reporting person
• Anti-dilution adjustment disclosed, showing plan recalculation following the June 28, 2025 Ralliant spin-off to preserve participant value

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider accrued a small number of phantom shares tied to dividends; balance reflects anti-dilution from a recent spin-off.

The reported 15.972 phantom-share accrual is modest in absolute terms but is recorded at the closing market price ($48.53) for valuation clarity. The EDIP mechanics described — one-for-one conversion and immediate vesting of voluntary contributions — reduce execution risk for the reporting person and clarify expected settlement in common stock. The anti-dilution adjustment from the Ralliant spin-off shows plan-level rebalancing to preserve participant value.

Corporate Governance Expert

TL;DR: Disclosure is standard for deferred compensation; vesting and anti-dilution language aligns with typical executive plans.

The Form 4 provides routine, clear disclosure of EDIP accruals and vesting conditions. Immediate vesting of voluntary contributions and specified employer-vesting triggers are typical governance features that mitigate forfeiture risk for executives. The anti-dilution adjustment disclosure appropriately documents post-transaction plan accounting following the June 28, 2025 spin-off.

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).

1. Name and Address of Reporting Person^*

Walker Stacey A.

(Last) (First) (Middle)

6920 SEAWAY BLVD

(Street)

EVERETT WA 98203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fortive Corp [ FTV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/26/2025

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

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
Executive Deferred Incentive Program - Fortive Stock Fund(1)	(2)	09/26/2025		A	V	15.972		(3)	(3)	Common Stock	15.972	$48.53	12,934.865(4)	D

Explanation of Responses:

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.

2. The notional shares convert on a one-to-one basis.

3. 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.

4. 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.

Remarks:

	Daniel B. Kim, as attorney-in-fact	09/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Fortive insider Stacey A. Walker report on the Form 4 (FTV)?

The filing reports acquisition of 15.972 notional phantom shares in the EDIP Stock Fund on 09/26/2025, valued at a closing price of $48.53.

How many EDIP phantom shares does the reporting person beneficially own after the transaction?

The Form 4 shows a total EDIP Stock Fund balance of 12,934.865 notional shares following the reported accrual.

When do the notional EDIP shares vest or convert to Fortive common stock?

Voluntary contributions vest immediately. Employer contributions vest on death, retirement after specified service and age conditions, or gradually after participation thresholds; vested amounts settle in common stock.

Why did the reported number of phantom shares change?

The filing states the total reflects an anti-dilution adjustment applied due to Fortive’s spin-off of Ralliant Corporation on June 28, 2025.

Who signed the Form 4 and when was it executed?

The Form 4 was signed by Daniel B. Kim, as attorney-in-fact on 09/30/2025.