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FTV Insider Filing: Jonathan Schwarz Credited 13.984 EDIP Phantom Shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jonathan L. Schwarz, Senior Vice President - Strategic & Corporate Development at Fortive Corp (FTV), reported an acquisition of notional phantom shares under the company's Executive Deferred Incentive Program. On 09/26/2025 he received 13.984 notional shares credited as dividend accruals to the EDIP Stock Fund at a price tied to the NYSE closing price of $48.53. After the transaction, the reporting person holds 11,325.259 notional shares in the EDIP Stock Fund. The filing explains these are phantom shares that convert one-for-one to common stock when settled and describes vesting rules for voluntary and employer contributions. An anti-dilution adjustment was applied following 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

  • None.

Negative

  • None.

Insights

TL;DR: Routine executive participation in the EDIP; small additional phantom share accrual with no immediate cash transaction.

The Form 4 discloses a credit of 13.984 phantom shares to the EDIP Stock Fund at an implied price of $48.53, increasing total notional holdings to 11,325.259 shares. This is an administrative accrual tied to dividend credits rather than a market purchase or sale, and the filing details one-to-one conversion mechanics and vesting conditions. The anti-dilution adjustment tied to the June 28, 2025 spin-off is documented. From a financial-impact perspective, the transaction is routine and non-cash, so it is unlikely to be material to Fortive's valuation on its own.

TL;DR: Disclosure reflects standard executive compensation mechanics and compliance with Section 16 reporting requirements.

The report provides clear compliance with reporting rules for an EDIP accrual: transaction date 09/26/2025, mechanics of phantom share accruals, vesting schedule, and conversion treatment. The explanation of anti-dilution adjustments post-spin-off and the attorney-in-fact signature on 09/30/2025 support proper documentation. There are no indications of accelerated or unusual settlements in this filing; the information is consistent with routine equity compensation administration.

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).
1. Name and Address of Reporting Person*
Schwarz Jonathan L

(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 - Strategic & Corp Dev
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 13.984 (3) (3) Common Stock 13.984 $48.53 11,325.259(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.
* 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 change did Jonathan L. Schwarz report on Form 4 for FTV?

He reported an accrual of 13.984 notional phantom shares to the EDIP Stock Fund on 09/26/2025, credited at an implied price of $48.53.

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

The Form 4 shows 11,325.259 notional shares in the EDIP Stock Fund following the reported accrual.

Are the reported securities actual shares or notional/phantom shares?

They are notional phantom shares in Fortive's EDIP Stock Fund that convert one-for-one into common stock when settled, per the filing.

What vesting rules apply to the EDIP Stock Fund holdings reported?

Voluntary contributions vest immediately; employer contributions vest 100% on death or upon retirement after 5 years of service and age 55, or on a one-tenth per year schedule after five years of participation, per the EDIP description.

Was there any adjustment to the reported notional shares and why?

Yes. The total phantom shares reflect an anti-dilution adjustment due to the spin-off of Ralliant Corporation on June 28, 2025.
Fortive Corp

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Scientific & Technical Instruments
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EVERETT