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Intuitive Surgical (NASDAQ: ISRG) director sells shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Intuitive Surgical director Gary S. Guthart reported an option exercise and related share sales. On January 27, 2026, a non-qualified stock option for 25,500 shares was exercised at $174.2567 per share, increasing his directly held common stock to 28,194 shares.

That same day, 24,500 common shares held directly were sold at a weighted average price of $530.0981, leaving 3,694 directly held shares. In addition, 1,400 shares were sold from a trust for his daughter and 1,400 shares from a trust for his son, each at weighted average prices just above $531, with 15,720 shares remaining in each child’s trust and 1,231,890 shares indirectly held by a separate trust. The filing notes these transactions were carried out under a Rule 10b5-1 trading plan that expires on April 28, 2026.

Positive

  • None.

Negative

  • None.
Insider GUTHART GARY S
Role Director
Sold 27,300 shs ($14.48M)
Type Security Shares Price Value
Exercise Non-Qualified Stock Option (right to buy) 25,500 $0.00 --
Exercise Common Stock 25,500 $174.2567 $4.44M
Sale Common Stock 24,500 $530.0981 $12.99M
Sale Common Stock 1,400 $531.5285 $744K
Sale Common Stock 1,400 $531.5208 $744K
holding Common Stock -- -- --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 0 shares (Direct); Common Stock — 28,194 shares (Direct); Common Stock — 15,720 shares (Indirect, Trust FBO Daughter)
Footnotes (1)
  1. The transaction took place in accordance with a Trading Plan that complies with SEC Rule 10b5-1 and expires on April 28, 2026. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $525.51 to $534.00 as follows: 2,500 shares sold at $525.51 to $525.71; 280 shares sold at $526.94 to $527.41; 2,252 shares sold at $528.23 to $529.18; 9,860 shares sold at $529.27 to $530.27; 3,475 shares sold at $530.29 to $531.22; 1,589 shares sold at $531.37 to $532.24; 3,704 shares sold at $532.53 to $533.41; and 840 shares sold at $533.82 to $534.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $529.77 to $534.00 as follows: 520 shares sold at $529.77 to $530.61; 298 shares sold at $530.98 to $531.87; 302 shares sold at $532.05 to $532.61; and 280 shares sold at $533.82 to $534.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $529.77 to $534.00 as follows: 520 shares sold at $529.77 to $530.61; 360 shares sold at $530.98 to $531.86; 240 shares sold at $532.05 to $532.61; and 280 shares sold at $533.82 to $534.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. Non-statutory stock option granted pursuant to the 2010 Incentive Award Plan. Option shall vest 7/48 one month after the date of grant and 1/48 each month thereafter.
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
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).
X
 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)
01/27/2026
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 01/27/2026 M(1) 25,500 A $174.2567 28,194 D
Common Stock 01/27/2026 S(1) 24,500 D $530.0981(2) 3,694 D
Common Stock 01/27/2026 S(1) 1,400 D $531.5285(3) 15,720 I Trust FBO Daughter
Common Stock 01/27/2026 S(1) 1,400 D $531.5208(4) 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
Non-Qualified Stock Option (right to buy) $174.2567 01/27/2026 M(1) 25,500 (5) 08/15/2028 Common Stock 25,500 $0.0 0 D
Explanation of Responses:
1. The transaction took place in accordance with a Trading Plan that complies with SEC Rule 10b5-1 and expires on April 28, 2026.
2. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $525.51 to $534.00 as follows: 2,500 shares sold at $525.51 to $525.71; 280 shares sold at $526.94 to $527.41; 2,252 shares sold at $528.23 to $529.18; 9,860 shares sold at $529.27 to $530.27; 3,475 shares sold at $530.29 to $531.22; 1,589 shares sold at $531.37 to $532.24; 3,704 shares sold at $532.53 to $533.41; and 840 shares sold at $533.82 to $534.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
3. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $529.77 to $534.00 as follows: 520 shares sold at $529.77 to $530.61; 298 shares sold at $530.98 to $531.87; 302 shares sold at $532.05 to $532.61; and 280 shares sold at $533.82 to $534.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
4. The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $529.77 to $534.00 as follows: 520 shares sold at $529.77 to $530.61; 360 shares sold at $530.98 to $531.86; 240 shares sold at $532.05 to $532.61; and 280 shares sold at $533.82 to $534.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
5. Non-statutory stock option granted pursuant to the 2010 Incentive Award Plan. Option shall vest 7/48 one month after the date of grant and 1/48 each month thereafter.
By: Stephanie Lim-Ignacio For: Guthart, Gary S 01/28/2026
** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Intuitive Surgical (ISRG) director Gary Guthart report?

Gary S. Guthart reported exercising a non-qualified stock option for 25,500 ISRG shares and selling common stock on January 27, 2026. The activity involved both his directly held shares and shares held in family trusts.

How many Intuitive Surgical (ISRG) options did Gary Guthart exercise and at what price?

He exercised 25,500 non-qualified stock options for Intuitive Surgical common stock at an exercise price of $174.2567 per share. These options were granted under the company’s 2010 Incentive Award Plan and were fully exercised in this transaction.

How many Intuitive Surgical (ISRG) shares did Gary Guthart sell directly in this Form 4?

He sold 24,500 ISRG common shares held directly at a weighted average price of $530.0981 per share. Following this sale, he reported owning 3,694 ISRG shares directly.

What transactions occurred in the family trusts associated with Gary Guthart and ISRG stock?

A trust for his daughter sold 1,400 ISRG shares at a weighted average price of $531.5285, and a trust for his son sold 1,400 shares at $531.5208. Each trust reported 15,720 shares remaining afterward.

How many Intuitive Surgical (ISRG) shares are indirectly held by trust after the reported transactions?

After the reported transactions, a trust associated with Gary S. Guthart indirectly held 1,231,890 ISRG shares. This is in addition to shares held indirectly in separate trusts for his daughter and son.

Were Gary Guthart’s Intuitive Surgical (ISRG) trades under a 10b5-1 plan?

Yes. The filing states the transactions occurred under a Rule 10b5-1 trading plan that complies with SEC requirements and is scheduled to expire on April 28, 2026. Such plans prearrange trade timing and amounts.