Equity awards and tax share withholdings for Intuitive Surgical (ISRG) director

Rhea-AI Filing Summary

Intuitive Surgical director Gary S. Guthart reported multiple equity award transactions. He received 8,778 performance stock units granted on February 28, 2023 after performance criteria were achieved, which are scheduled to vest on February 28, 2026, subject to continued service.

He also acquired 4,960 and 3,433 shares of common stock through the vesting and conversion of restricted stock units, with related dispositions of 2,460 and 1,703 shares at $506.17 per share to cover statutory tax withholding obligations. Following these transactions, he holds 9,251 shares of common stock directly, plus additional indirect holdings through family trusts.

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^*

GUTHART GARY S

(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
	Officer (give title below)		Other (specify below)

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)		4,960	A	$0.0	9,981	D
Common Stock	02/26/2026		F(1)		2,460	D	$506.17	7,521	D
Common Stock	02/26/2026		M(1)		3,433	A	$0.0	10,954	D
Common Stock	02/26/2026		F(1)		1,703	D	$506.17	9,251	D
Common Stock								15,720	I	Trust FBO Daughter
Common Stock								15,720	I	Trust FBO Son
Common Stock								1,231,890	I	by Trust

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		8,778		(2)	(2)	Common Stock	8,778	$0.0	26,334	D
Restricted Stock Units - 2-26-2024	$0.0	02/26/2026		M			4,960	(3)	(3)	Common Stock	4,960	$0.0	9,920	D
Restricted Stock Units - 2-26-2025	$0.0	02/26/2026		M			3,433	(3)	(3)	Common Stock	3,433	$0.0	10,299	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. 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: Guthart, Gary S	02/27/2026
	** 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

What did Gary S. Guthart report in the latest ISRG Form 4?

Gary S. Guthart reported equity award activity, including new performance stock units and restricted stock units converting into common stock, along with shares withheld for taxes. These transactions reflect compensation-related movements, not open-market purchases or sales of Intuitive Surgical (ISRG) stock.

How many performance stock units did Gary S. Guthart receive at Intuitive Surgical (ISRG)?

He received 8,778 performance stock units tied to metrics set on February 28, 2023. The compensation committee determined the performance criteria were achieved, and the units are scheduled to vest on February 28, 2026 if he continues to serve the company.

What common stock transactions did Gary S. Guthart report for Intuitive Surgical (ISRG)?

He acquired common shares through the conversion of restricted stock units and had 2,460 and 1,703 shares withheld at $506.17 per share for tax liabilities. These are tax-withholding dispositions associated with vesting awards, not discretionary market sales.

What is Gary S. Guthart’s direct Intuitive Surgical (ISRG) shareholding after these transactions?

After the reported transactions, Gary S. Guthart directly holds 9,251 shares of Intuitive Surgical common stock. The Form 4 also lists additional indirect holdings through trusts for family members and another trust, reflecting broader beneficial ownership positions.

How do Gary S. Guthart’s restricted stock units vest at Intuitive Surgical (ISRG)?

His restricted stock units generally vest 25% on the first anniversary of the grant date and then annually over four years. Each vested restricted stock unit converts into one share of Intuitive Surgical common stock, with some shares withheld to satisfy statutory tax obligations.

What conditions apply to Gary S. Guthart’s performance stock units at Intuitive Surgical (ISRG)?

The performance stock units were originally granted on February 28, 2023, subject to specific performance metrics. The compensation committee confirmed these criteria were achieved, and the units vest on February 28, 2026, contingent on his continuous service through that vesting date.