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FTV Form 4: CEO Soroye Receives New Equity Awards, Ups Stake to 206k Shares

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

Rhea-AI Filing Summary

Fortive Corporation (FTV) – Form 4 insider transaction

On 07/02/2025 President & CEO Olumide Soroye received a new equity compensation package that includes:

  • 33,100 Restricted Stock Units (RSUs) – issued in two tranches of 14,185 and 18,915 units, both time-based; RSUs settle one-for-one in common shares.
  • 100,300 stock options – two grants for 42,990 and 57,310 shares at an exercise price of $53.34; options expire 07/02/2035 with multi-year vesting schedules (50 % vests on 3rd & 4th anniversaries for one grant; 50 %, 25 %, 25 % over years 1-3 for the other).

Following the RSU grants, Soroye’s direct ownership increased to 206,130 common shares. Option grants are non-cash awards and do not affect current share count until exercised, but they add to potential future dilution.

The company notes that share totals may be adjusted after the 06/28/2025 spin-off of Ralliant Corporation.

The filing represents routine executive compensation rather than an open-market purchase; market impact is likely limited.

Positive

  • Enhanced alignment: CEO now holds 206,130 shares plus options, increasing personal exposure to Fortive’s equity performance.

Negative

  • Potential dilution: 100,300 new options could add to share count upon exercise, though impact is minor relative to total shares outstanding.
  • Post-spin adjustment uncertainty: Share totals may change after the recent Ralliant spin-off, creating short-term disclosure noise.

Insights

TL;DR: Routine equity awards; aligns CEO incentives, minor future dilution, neutral share-price impact.

Fortive’s Compensation Committee delivered a standard long-term incentive mix of RSUs and options to CEO Olumide Soroye. The grants increase his share ownership to 206,130 shares and provide 100,300 options struck at the current market price of $53.34. Because no open-market buying occurred, there is no direct bullish signal; however, the sizeable equity stake tightens management-shareholder alignment. Dilution risk is modest (<0.08 % of diluted shares) and spread over a 10-year term. Overall, the event is governance-neutral and unlikely to move the stock materially.

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).
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)
07/02/2025
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 07/02/2025 A 14,185(1) A $53.34(2) 187,215(3) D
Common Stock 07/02/2025 A 18,915(4) A $53.34(2) 206,130(3) 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
Employee Stock Option (Right to Buy) $53.34 07/02/2025 A 42,990 (5) 07/02/2035 Common Stock 42,990 $0 42,990 D
Employee Stock Option (Right to Buy) $53.34 07/02/2025 A 57,310 (6) 07/02/2035 Common Stock 57,310 $0 57,310 D
Explanation of Responses:
1. The Compensation Committee (the "Committee") awarded the Reporting Person Restricted Stock Units ("RSUs") effective July 2, 2025. This transaction is being reported to identify the portion of the RSUs that are subject only to time-based vesting provisions. Pursuant to the terms of the award, additional RSUs may be issued upon determination by the Committee that the corresponding performance criteria have been achieved.
2. RSUs are payable in shares of common stock on a one-to-one basis.
3. The number reported in this column does not reflect adjustments that are still pending as a result of the spin-off of Ralliant Corporation from the Issuer on June 28, 2025.
4. The Committee awarded the Reporting Person RSUs effective July 2, 2025. This transaction is being reported to identify the portion of the RSUs that are subject only to time-based vesting provisions.
5. One half of the options granted vest on each of the third and fourth anniversary of the grant date.
6. One half of the options granted vest on the first anniversary of the grant date, and 25% of the options granted vest on each of the second and third anniversary of the grant date.
Remarks:
Daniel B. Kim, as attorney-in-fact 07/03/2025
** 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

How many Fortive (FTV) shares did CEO Olumide Soroye acquire?

He received 33,100 restricted stock units, raising direct ownership to 206,130 shares.

What is the exercise price of the new Fortive stock options?

Both option grants have an exercise price of $53.34 per share.

When do the newly granted Fortive options vest?

One grant vests 50 % on the 3rd and 4th anniversaries; the other vests 50 % after 1 year and 25 % on each of years 2 and 3.

Do the RSUs issued to Fortive’s CEO include performance conditions?

The disclosed 33,100 RSUs are subject only to time-based vesting; additional RSUs may be issued if performance criteria are met.

Will the Fortive option grants cause immediate dilution?

No. Dilution occurs only if options are exercised; until then they are potential shares.

Why might Fortive share totals be adjusted later?

The company spun off Ralliant Corporation on 06/28/2025, and equity holdings may be recalculated post-spin.
Fortive Corp

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17.63B
316.32M
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100.38%
2.27%
Scientific & Technical Instruments
Industrial Instruments for Measurement, Display, and Control
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United States
EVERETT