Intuitive Surgical (NASDAQ: ISRG) CEO reports new stock unit grants

Rhea-AI Filing Summary

INTUITIVE SURGICAL INC director and CEO David J. Rosa reported multiple equity compensation transactions dated February 26, 2026. He acquired 4,788 performance stock units originally granted on February 28, 2023 and 3,018 performance stock units originally granted on June 12, 2023, after performance criteria were certified as achieved. These performance units are scheduled to vest on February 28, 2026, subject to continued service.

Rosa also received a new grant of 13,441 restricted stock units dated February 26, 2026, which vest 25% per year over four years. In addition, 3,816 and 2,289 previously granted restricted stock units were exercised into common stock on a one-for-one basis, with 1,892 and 1,135 common shares respectively withheld at a price of 506.17 per share to cover statutory tax obligations. After these transactions, he directly owned 232,648 shares of common stock.

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^*

Rosa David J.

(Last) (First) (Middle)

1020 KIFER ROAD

(Street)

SUNNYVALE CA 94086

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INTUITIVE SURGICAL INC [ ISRG ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer (CEO)

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		M(1)		3,816	A	$0.0	233,386	D
Common Stock	02/26/2026		F(1)		1,892	D	$506.17	231,494	D
Common Stock	02/26/2026		M(1)		2,289	A	$0.0	233,783	D
Common Stock	02/26/2026		F(1)		1,135	D	$506.17	232,648	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
Performance Stock Units - 2-28-2023	$0.0	02/26/2026		A		4,788		(2)	(2)	Common Stock	4,788	$0.0	14,363	D
Performance Stock Units - 6-12-2023	$0.0	02/26/2026		A		3,018		(3)	(3)	Common Stock	3,018	$0.0	9,052	D
Restricted Stock Units - 2-26-2024	$0.0	02/26/2026		M			3,816	(4)	(4)	Common Stock	3,816	$0.0	7,631	D
Restricted Stock Units - 2-26-2025	$0.0	02/26/2026		M			2,289	(4)	(4)	Common Stock	2,289	$0.0	6,866	D
Restricted Stock Units - 2-26-2026	$0.0	02/26/2026		A		13,441		(4)	(4)	Common Stock	13,441	$0.0	13,441	D

Explanation of Responses:

1. RSUs vest 25% per year over a four year period, commencing on the first anniversary of the grant date. RSUs convert into common stock on the vest date on a one-for-one basis. 25% of the shares have been released and a portion of the shares were held back to cover the statutory tax withholding requirements. The net shares were deposited into the holders account.

2. Represents performance stock units ("PSUs") initially granted to the Reporting Person on February 28, 2023 subject to achievement of certain performance metrics. The performance criteria for the PSUs reported herein have been achieved, as determined by the Compensation Committee of the Issuer. The PSUs reported herein vest on February 28, 2026, the third anniversary of the grant date, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

3. Represents performance stock units ("PSUs") initially granted to the Reporting Person on June 12, 2023 subject to achievement of certain performance metrics. The performance criteria for the PSUs reported herein have been achieved, as determined by the Compensation Committee of the Issuer. The PSUs reported herein vest on February 28. 2026, the third anniversary of the grant date, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

4. Each RSU granted represents a contingent right to receive one share of Intuitive Surgical common stock. The grant vests 25% on the first anniversary of the date of grant and annually thereafter, over a four year period.

	By: Stephanie Lim-Ignacio For: Rosa, David J	02/27/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did ISRG CEO David J. Rosa report on this Form 4?

David J. Rosa reported multiple equity compensation transactions, mainly awards and vesting of stock units, plus related tax withholding. The activity included performance stock units, restricted stock units converting into common stock, and shares withheld to satisfy tax obligations, rather than open-market purchases or sales.

How many performance stock units did ISRG CEO David J. Rosa receive?

Rosa reported 4,788 performance stock units from a February 28, 2023 grant and 3,018 from a June 12, 2023 grant. The compensation committee determined that performance goals were achieved, and these units are scheduled to vest on February 28, 2026, assuming he continues serving the company.

What new restricted stock unit grant did ISRG’s CEO receive?

He received a new grant of 13,441 restricted stock units dated February 26, 2026. Each unit represents a contingent right to one share of Intuitive Surgical common stock, vesting 25% on the first anniversary of grant and annually thereafter over a four-year period, subject to continued service.

How do the ISRG restricted stock units reported here vest and convert to shares?

Each restricted stock unit converts into one share of common stock on its vesting date. The grants vest 25% per year over four years, starting on the first anniversary of the grant date, provided Rosa remains in continuous service with Intuitive Surgical through each vesting date.

Were any of ISRG CEO David J. Rosa’s shares sold in the market in this Form 4?

The Form 4 shows dispositions coded “F,” where 1,892 and 1,135 common shares were delivered at $506.17 per share to cover tax liabilities. These are tax-withholding transactions tied to vesting, not open-market sales initiated for portfolio or trading purposes.

How many Intuitive Surgical common shares does the CEO own after these transactions?

Following the reported equity award activity, David J. Rosa directly owned 232,648 shares of Intuitive Surgical common stock. This figure reflects the exercises of restricted stock units and the shares withheld to satisfy statutory tax obligations associated with those vesting events.