Intuitive Surgical (ISRG) EVP granted PSUs after targets achieved

Rhea-AI Filing Summary

Intuitive Surgical executive Henry L. Charlton, EVP & Chief Commercial and Marketing, reported the achievement of performance conditions for two performance stock unit (PSU) awards. One award covers 2,861 PSUs granted on February 26, 2024, vesting on February 26, 2027, subject to continued service. The second covers 7,182 PSUs granted on February 28, 2023, vesting on February 28, 2026, also conditioned on ongoing employment.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Charlton Henry L

Role EVP & Chief Commercial and Mkt

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Units - 2-26-2024	2,861	$0.00	--
Grant/Award	Performance Stock Units - 2-28-2023	7,182	$0.00	--

Holdings After Transaction: Performance Stock Units - 2-26-2024 — 2,861 shares (Direct); Performance Stock Units - 2-28-2023 — 7,182 shares (Direct)

Footnotes (1)

1. Represents performance stock units ("PSUs") initially granted to the Reporting Person on February 26, 2024 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 26, 2027, the third anniversary of the grant date, subject to Reporting Person's continuous service to the Issuer through each such vesting date. 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.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Charlton Henry L

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Commercial and Mkt

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2026

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

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 - 2-26-2024	$0.0	01/28/2026		A		2,861		(1)	(1)	Common Stock	2,861	$0.0	2,861	D
Performance Stock Units - 2-28-2023	$0.0	01/28/2026		A		7,182		(2)	(2)	Common Stock	7,182	$0.0	7,182	D

Explanation of Responses:

1. Represents performance stock units ("PSUs") initially granted to the Reporting Person on February 26, 2024 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 26, 2027, the third anniversary of the grant date, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

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.

	By: Stephanie Lim-Ignacio For: Charlton, Henry L	01/30/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Intuitive Surgical (ISRG) report for Henry L. Charlton?

Intuitive Surgical reported that EVP Henry L. Charlton acquired performance stock units after performance goals were achieved. He now holds 2,861 PSUs from a 2024 grant and 7,182 PSUs from a 2023 grant, both subject to future vesting and continued service conditions.

How many performance stock units did ISRG EVP Henry Charlton receive in this Form 4?

Henry L. Charlton reported 2,861 performance stock units from a February 26, 2024 grant and 7,182 performance stock units from a February 28, 2023 grant. Both awards were recorded at a price of $0.0 per unit and reflect achievement of specified performance metrics.

When do Henry Charlton’s Intuitive Surgical performance stock units vest?

The 2,861 PSUs granted on February 26, 2024 vest on February 26, 2027. The 7,182 PSUs granted on February 28, 2023 vest on February 28, 2026. Vesting requires Henry Charlton’s continuous service with Intuitive Surgical through each respective vesting date.

What performance conditions apply to Henry Charlton’s ISRG performance stock units?

Both PSU awards were initially granted subject to achieving specified performance metrics. The Compensation Committee determined that the performance criteria have been achieved. After this determination, the units remain subject to time-based vesting and Henry Charlton’s continued service through the scheduled vesting dates in 2026 and 2027.

Are Henry Charlton’s reported Intuitive Surgical performance stock units held directly or indirectly?

The Form 4 indicates that Henry Charlton’s performance stock units are held with direct ownership. The filing does not reference any trusts, family entities, or other indirect ownership structures for these awards, and no footnote disclaims his beneficial ownership of the reported units.