STOCK TITAN

Masimo (MASI) CFO exits company stock as Danaher cash merger closes

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

Rhea-AI Filing Summary

Masimo Corporation’s EVP and Chief Financial Officer Micah W. Young disposed of all remaining Masimo equity interests on June 10, 2026, in connection with the company’s merger into a wholly owned subsidiary of Danaher Corporation. At the merger’s effective time, each Masimo common share was canceled and converted into the right to receive $180.00 per share in cash, and Young’s 25,656 common shares were reported as a disposition to the issuer. Outstanding performance-based restricted stock units were canceled and converted into the right to receive $180.00 per underlying share in cash, while other restricted stock units were assumed by Danaher and converted into Danaher RSUs based on a ratio using the $180.00 merger price and Danaher’s $183.33 ten-day volume-weighted average price. All Masimo stock options were canceled and converted into cash equal to the excess of the $180.00 merger price over their exercise prices, and the Form 4 shows Young holding zero Masimo shares or derivatives following these transactions.

Positive

  • None.

Negative

  • None.

Insights

CFO’s Form 4 shows all Masimo equity awards cashed out or converted at Danaher merger close.

The filing documents how Masimo’s merger with Danaher impacts CFO Micah Young’s equity. Common shares and performance-based units are converted into cash at $180.00 per Masimo share, while time-based RSUs roll into Danaher stock using a $183.33 VWAP reference.

These are mechanical merger-related dispositions, not open-market trades, and the Form 4 shows no remaining Masimo securities afterward. This is a structural consequence of the merger, so the informational signal about Young’s view on valuation is limited.

Insider Young Micah W
Role EVP, Chief Financial Officer
Type Security Shares Price Value
Disposition Restricted Stock Units 2,622 $0.00 --
Disposition Restricted Stock Units 17,671 $0.00 --
Disposition Non-Qualified Stock Option (Right to Buy) 20,000 $95.03 $1.90M
Disposition Non-Qualified Stock Option (Right to Buy) 4,175 $93.05 $388K
Disposition Non-Qualified Stock Option (Right to Buy) 5,788 $46.50 $269K
Disposition Non-Qualified Stock Option (Right to Buy) 6,633 $0.58 $4K
Disposition Non-Qualified Stock Option (Right to Buy) 6,362 $22.47 $143K
Disposition Non-Qualified Stock Option (Right to Buy) 11,954 $53.51 $640K
Disposition Non-Qualified Stock Option (Right to Buy) 7,739 $13.48 $104K
Disposition Performance-Based Restricted Stock Unit 16,898 $180.00 $3.04M
Disposition Performance-Based Restricted Stock Unit 10,485 $180.00 $1.89M
Disposition Common Stock 25,656 $180.00 $4.62M
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Non-Qualified Stock Option (Right to Buy) — 0 shares (Direct, null); Performance-Based Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 0 shares (Direct, null)
Footnotes (1)
  1. On June 10, 2026, pursuant to the Agreement and Plan of Merger, dated February 16, 2026, by and among Masimo Corporation (the "Issuer"), Danaher Corporation ("Parent"), and Mobius Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). On June 10, 2026, at the effective time of the Merger, each share of the Issuer's common stock, par value $0.001 per share (the "Common Stock") issued and outstanding prior to the effective time of the Merger (other than certain excluded shares and dissenting shares) was canceled, extinguished and converted into the right to receive an amount in cash equal to $180.00 per share, without interest (the "Per Share Merger Consideration"). On June 10, 2026, at the effective time of the Merger, each of the Issuer's restricted stock units ("RSUs") (other than certain RSUs held by the Issuer's non-employee directors) was assumed by Parent and converted into a number of RSUs of Parent equal to the product of the number of shares of Parent common stock equal to the number of shares of Common Stock underlying such RSU multiplied by the quotient of (a) the Per Share Merger Consideration, divided by (b) the volume-weighted average trading price per share of Parent's common stock for the ten trading day period ending on and including June 10, 2026 ($183.33). Represents the unvested portion of RSUs granted on March 11, 2025, which award of RSUs was to vest ratably over four years. Represents the unvested portion of RSUs granted on March 6, 2026, which award of RSUs was to vest ratably over four years. On June 10, 2026, at the effective time of the Merger, each of the Issuer's stock options outstanding as of immediately prior to the effective time of the Merger, whether vested or unvested, were canceled and converted into the right to receive, for each share of Common Stock subject to such option, the excess, if any, of the Per Share Merger Consideration over the exercise price per share of such option, without interest and less any applicable tax withholding. On June 10, 2026, at the effective time of the Merger, each of the Issuer's performance-based restricted stock units ("PSUs") outstanding as of immediately prior to the effective time of the Merger, as determined at target performance, were canceled and converted into the right to receive $180.00 for each share of Common Stock underlying such award of PSUs, without interest and less any applicable tax withholding. Represents the PSUs granted on March 1, 2024, which represented the right to receive shares of Common Stock over a three year performance period, determined at target performance. Represents the PSUs granted on March 11, 2025, which represented the right to receive shares of Common Stock over a three year performance period, determined at target performance.
Per Share Merger Consideration $180.00 per share Cash paid for each Masimo common share at merger effective time
Disposed Common Shares 25,656 shares Masimo common stock reported as disposition to issuer for CFO
Danaher VWAP Reference $183.33 per share Ten-day volume-weighted average price used to convert Masimo RSUs into Danaher RSUs
Performance-Based RSUs Tranche 10,485 units PSUs converted into right to receive $180.00 per underlying share in cash
Performance-Based RSUs Tranche 16,898 units Additional PSUs converted into right to receive $180.00 per underlying share in cash
Non-Qualified Stock Option Block 20,000 options at $84.97 Options canceled; each share receives $180.00 minus $84.97 exercise price in cash
Restricted Stock Units Block 17,671 units Unvested RSUs granted March 11, 2025, converted into Danaher RSUs
Remaining Masimo Holdings 0 shares/options Total Masimo securities held by CFO after merger-related dispositions
Agreement and Plan of Merger regulatory
"pursuant to the Agreement and Plan of Merger, dated February 16, 2026, by and among Masimo Corporation..."
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Per Share Merger Consideration financial
"converted into the right to receive an amount in cash equal to $180.00 per share... (the "Per Share Merger Consideration")."
restricted stock units financial
"each of the Issuer's restricted stock units ("RSUs")... was assumed by Parent and converted into a number of RSUs of Parent..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units financial
"each of the Issuer's performance-based restricted stock units ("PSUs")... were canceled and converted into the right to receive $180.00..."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
Non-Qualified Stock Option financial
"Non-Qualified Stock Option (Right to Buy)"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
volume-weighted average trading price financial
"the volume-weighted average trading price per share of Parent's common stock for the ten trading day period..."
Volume-weighted average trading price (VWAP) is the average price of a stock over a trading period, where each trade’s price is weighted by how many shares changed hands, so big trades move the average more than small ones. Investors use VWAP as a benchmark to tell whether they bought or sold at a good price compared with the market’s trading activity—like checking if your grocery bill was close to the store’s typical daily average when many customers shopped.
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SEC Form 4
FORM 4UNITED 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
X
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*
Young Micah W

(Last)(First)(Middle)
C/O MASIMO CORPORATION
52 DISCOVERY

(Street)
IRVINE CALIFORNIA 92618

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MASIMO CORP [ MASI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/10/2026D25,656D$180(1)(2)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(4)06/10/2026D2,622 (1)(3)(4) (1)(3)(4)Common Stock2,622(3)0D
Restricted Stock Units(5)06/10/2026D17,671 (1)(3)(5) (1)(3)(5)Common Stock17,671(3)0D
Non-Qualified Stock Option (Right to Buy)$84.9706/10/2026D20,000 (1)(6) (1)(6)Common Stock20,000$95.03(6)0D
Non-Qualified Stock Option (Right to Buy)$86.9506/10/2026D4,175 (1)(6) (1)(6)Common Stock4,175$93.05(6)0D
Non-Qualified Stock Option (Right to Buy)$133.506/10/2026D5,788 (1)(6) (1)(6)Common Stock5,788$46.5(6)0D
Non-Qualified Stock Option (Right to Buy)$179.4206/10/2026D6,633 (1)(6) (1)(6)Common Stock6,633$0.58(6)0D
Non-Qualified Stock Option (Right to Buy)$157.5306/10/2026D6,362 (1)(6) (1)(6)Common Stock6,362$22.47(6)0D
Non-Qualified Stock Option (Right to Buy)$126.4906/10/2026D11,954 (1)(6) (1)(6)Common Stock11,954$53.51(6)0D
Non-Qualified Stock Option (Right to Buy)$166.5206/10/2026D7,739 (1)(6) (1)(6)Common Stock7,739$13.48(6)0D
Performance-Based Restricted Stock Unit(8)06/10/2026D16,898 (1)(7)(8) (1)(7)(8)Common Stock16,898$180(7)0D
Performance-Based Restricted Stock Unit(9)06/10/2026D10,485 (1)(7)(9) (1)(7)(9)Common Stock10,485$180(7)0D
Explanation of Responses:
1. On June 10, 2026, pursuant to the Agreement and Plan of Merger, dated February 16, 2026, by and among Masimo Corporation (the "Issuer"), Danaher Corporation ("Parent"), and Mobius Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger").
2. On June 10, 2026, at the effective time of the Merger, each share of the Issuer's common stock, par value $0.001 per share (the "Common Stock") issued and outstanding prior to the effective time of the Merger (other than certain excluded shares and dissenting shares) was canceled, extinguished and converted into the right to receive an amount in cash equal to $180.00 per share, without interest (the "Per Share Merger Consideration").
3. On June 10, 2026, at the effective time of the Merger, each of the Issuer's restricted stock units ("RSUs") (other than certain RSUs held by the Issuer's non-employee directors) was assumed by Parent and converted into a number of RSUs of Parent equal to the product of the number of shares of Parent common stock equal to the number of shares of Common Stock underlying such RSU multiplied by the quotient of (a) the Per Share Merger Consideration, divided by (b) the volume-weighted average trading price per share of Parent's common stock for the ten trading day period ending on and including June 10, 2026 ($183.33).
4. Represents the unvested portion of RSUs granted on March 11, 2025, which award of RSUs was to vest ratably over four years.
5. Represents the unvested portion of RSUs granted on March 6, 2026, which award of RSUs was to vest ratably over four years.
6. On June 10, 2026, at the effective time of the Merger, each of the Issuer's stock options outstanding as of immediately prior to the effective time of the Merger, whether vested or unvested, were canceled and converted into the right to receive, for each share of Common Stock subject to such option, the excess, if any, of the Per Share Merger Consideration over the exercise price per share of such option, without interest and less any applicable tax withholding.
7. On June 10, 2026, at the effective time of the Merger, each of the Issuer's performance-based restricted stock units ("PSUs") outstanding as of immediately prior to the effective time of the Merger, as determined at target performance, were canceled and converted into the right to receive $180.00 for each share of Common Stock underlying such award of PSUs, without interest and less any applicable tax withholding.
8. Represents the PSUs granted on March 1, 2024, which represented the right to receive shares of Common Stock over a three year performance period, determined at target performance.
9. Represents the PSUs granted on March 11, 2025, which represented the right to receive shares of Common Stock over a three year performance period, determined at target performance.
/s/ Micah W. Young06/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What does Micah Young’s Form 4 for Masimo (MASI) report?

The Form 4 reports that Masimo CFO Micah W. Young disposed of all Masimo equity interests at the Danaher merger close. His common shares, options, RSUs, and performance units were canceled and cashed out or converted according to the merger’s $180.00 per share terms.

How were Masimo (MASI) common shares treated in the Danaher merger?

Each Masimo common share was canceled and converted into the right to receive $180.00 in cash, without interest. The filing notes this applied at the effective time of the merger, with certain excluded and dissenting shares carved out under the merger agreement.

What happened to Masimo (MASI) RSUs held by the CFO in the merger?

Masimo restricted stock units, other than certain director awards, were assumed by Danaher. They converted into Danaher RSUs based on Masimo’s $180.00 merger price and Danaher’s $183.33 ten-day volume-weighted average share price as of June 10, 2026.

How were Masimo (MASI) stock options treated for the CFO at closing?

Each outstanding Masimo stock option was canceled at the merger effective time. For every option share, the holder gained a right to receive the excess of the $180.00 merger price over that option’s exercise price, in cash, less any required tax withholding.

What happened to Masimo (MASI) performance-based RSUs in the merger?

Performance-based restricted stock units were canceled and converted into a cash right of $180.00 for each underlying Masimo share. Awards were determined at target performance levels, with cash amounts paid without interest and subject to applicable tax withholding requirements.

Does the Masimo (MASI) CFO still hold company equity after the Danaher deal?

The Form 4 shows Micah W. Young with zero Masimo common shares and derivatives following the merger-related transactions. All reported holdings were either cashed out at $180.00 per share or converted into Danaher equity, leaving no remaining Masimo securities.