FTV Form 4: CEO Soroye Olumide RSU tax withholding and RSU adjustment

Rhea-AI Filing Summary

Soroye Olumide, President & CEO of Fortive Corporation (FTV) reported the disposition of 13,280 shares on 08/25/2025 at a price of $48.51 per share. The filing identifies these shares as withheld for tax purposes in connection with the vesting and distribution of restricted stock units (RSUs). After this transaction the reporting person beneficially owned 139,871 shares. The filing also notes that outstanding RSUs were adjusted by an anti-dilution adjustment related to the spin-off of Ralliant Corporation, which increased the total RSUs reflected in the report. The Form 4 was signed by an attorney-in-fact on 08/26/2025.

Positive

• Transaction disclosed as tax withholding for RSU vesting, indicating routine equity compensation administration
• Anti-dilution adjustment from the Ralliant spin-off is disclosed, clarifying changes to outstanding RSUs
• Form 4 signed by attorney-in-fact, showing formal compliance with reporting requirements

Negative

• Beneficial ownership decreased by 13,280 shares following the withholding event
• Insider disposed of shares at $48.51, which reduces the reporting person’s economic stake

Insights

Financial Analyst

TL;DR: Insider share disposition was a tax-withholding event tied to RSU vesting, not an open-market sale for cash.

The Form 4 shows 13,280 shares were withheld at $48.51 per share to satisfy tax obligations arising from RSU vesting and distribution. This type of transaction typically reflects routine tax-related share retention rather than discretionary divestiture. The report also discloses an anti-dilution adjustment to RSUs following the Ralliant Corporation spin-off, which altered the total RSU count for the reporting person. The net beneficial ownership after the withholding is 139,871 shares.

Corporate Governance Expert

TL;DR: The filing documents compliant insider reporting and an RSU adjustment from a corporate spin-off.

The Form 4 is properly filed and signed by an attorney-in-fact, documenting a withholding event for tax purposes tied to vested RSUs and an anti-dilution adjustment from the Ralliant spin-off. From a governance perspective, the disclosure is consistent with standard executive equity administration and post-spin equity adjustments. The retained beneficial ownership of 139,871 shares remains clearly reported.

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).

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^*

Soroye Olumide

(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)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		F		13,280(1)	D	$48.51	139,871(2)	D

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

Explanation of Responses:

1. This transaction relates to the aggregate withholding of shares for tax purposes in connection with the vesting and distribution of restricted stock units.

2. In connection with the spin-off of Ralliant Corporation by the Issuer, outstanding Restricted Stock Units ("RSUs"), including RSUs previously granted to the Reporting Person, were subject to antidilution adjustments ("Anti-Dilution Adjustment"). To the extent that the outstanding RSUs granted to the Reporting Person were previously reported under Table I, the total number of shares reported include the additional RSUs held by the Reporting Person as a result of the Anti-Dilution Adjustment.

Remarks:

	Daniel B. Kim, as attorney-in-fact	08/26/2025
	** 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.
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FAQ

Who filed the Form 4 for FTV?

The Form 4 was filed on behalf of Soroye Olumide, President & CEO of Fortive Corporation (FTV).

What transaction is reported in the FTV Form 4 dated 08/25/2025?

The filing reports the disposition of 13,280 shares on 08/25/2025 at a price of $48.51 per share.

Why were the 13,280 shares disposed of according to the filing?

The filing states the shares were withheld for tax purposes in connection with the vesting and distribution of restricted stock units (RSUs).

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

After the reported transaction, the reporting person beneficially owned 139,871 shares.

Does the Form 4 mention any corporate actions affecting RSUs?

Yes. The filing notes an anti-dilution adjustment to outstanding RSUs related to the spin-off of Ralliant Corporation.