SEC Form 4 · accession 0001035267-19-000024
INTUITIVE SURGICAL INC · ISRG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jamie Samath
Officer — VP & Principal Accounting Offi
Period of report
Feb 19, 2019
Accepted (ET)
Feb 21, 2019 · 7:34 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001035267
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 19, 2019 | M | 59 | $238.9133 | A | 636 | D | |
| Common Stock | Feb 19, 2019 | S | 59 | $544.00 | D | 577 | D | |
| Common Stock | Feb 19, 2019 | M | 35 | $230.9967 | A | 612 | D | |
| Common Stock | Feb 19, 2019 | S | 35 | $544.00 | D | 577 | D | |
| Common Stock | Feb 19, 2019 | M | 35 | $178.3867 | A | 612 | D | |
| Common Stock | Feb 19, 2019 | S | 35 | $544.00 | D | 577 | D | |
| Common Stock | Feb 19, 2019 | M | 50 | $177.6833 | A | 627 | D | |
| Common Stock | Feb 19, 2019 | S | 50 | $544.00 | D | 577 | D | |
| Common Stock | Feb 19, 2019 | M | 49 | $171.3333 | A | 626 | D | |
| Common Stock | Feb 19, 2019 | S | 49 | $544.00 | D | 577 | D | |
| Common Stock | Feb 19, 2019 | M | 843 | $0.00 | A | 1,420 | D | |
| Common Stock | Feb 19, 2019 | F | 370 | $0.00 | D | 1,050 | D | |
| Common Stock | Feb 19, 2019 | M | 730 | $0.00 | A | 1,780 | D | |
| Common Stock | Feb 19, 2019 | F | 362 | $0.00 | D | 1,418 | D | |
| Common Stock | Feb 20, 2019 | S | 1,339 | $546.6068 | D | 79 | D | |
| Common Stock | Feb 21, 2019 | M | 431 | $418.56 | A | 510 | D | |
| Common Stock | Feb 21, 2019 | S | 431 | $550.00 | D | 79 | D | |
| Common Stock | Feb 21, 2019 | M | 238 | $328.4567 | A | 317 | D | |
| Common Stock | Feb 21, 2019 | S | 238 | $550.00 | D | 79 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F4 | $171.3333 | Feb 19, 2019 | M | 49 | D | — | Feb 17, 2025 | Common Stock | 49 | 0 | D |
| Non-Qualified Stock Option (right to buy)F5 | $177.6833 | Feb 19, 2019 | M | 50 | D | — | Aug 17, 2025 | Common Stock | 50 | 0 | D |
| Non-Qualified Stock Option (right to buy)F4 | $178.3867 | Feb 19, 2019 | M | 35 | D | — | Feb 16, 2026 | Common Stock | 35 | 421 | D |
| Non-Qualified Stock Option (right to buy)F5 | $230.9967 | Feb 19, 2019 | M | 35 | D | — | Aug 15, 2026 | Common Stock | 35 | 423 | D |
| Non-Qualified Stock Option (right to buy)F4 | $238.9133 | Feb 19, 2019 | M | 59 | D | — | Feb 15, 2027 | Common Stock | 59 | 1,426 | D |
| Non-Qualified Stock Option (right to buy)F5 | $328.4567 | Feb 21, 2019 | M | 238 | D | — | Aug 15, 2027 | Common Stock | 238 | 1,424 | D |
| Non-Qualified Stock Option (right to buy)F4 | $418.56 | Feb 21, 2019 | M | 431 | D | — | Feb 15, 2028 | Common Stock | 431 | 1,294 | D |
| Restricted Stock UnitsF6 | $0.00 | Feb 19, 2019 | M | 730 | D | — | Feb 17, 2019 | Common Stock | 730 | 0 | D |
| Restricted Stock UnitsF6 | $0.00 | Feb 19, 2019 | M | 843 | D | — | Feb 17, 2020 | Common Stock | 843 | 843 | D |
Explanation of responses
- F1These shares were sold in accordance with a Trading Plan that complies with SEC Rule 10b5-1 and expires on November 4, 2019.
- F2On 2/16/16, RSU shares were granted, vesting 25% per year over a four year period. RSUs convert into common stock on the vest date on a one-for-one basis. On 2/16/19, 25% of the shares were released and a portion of the shares were held back to cover the statutory tax withholding requirement. The net shares were deposited into the holders account.
- F3On 2/17/15, RSU shares were granted, vesting 25% per year over a four year period. RSUs convert into common stock on the vest date on a one-for-one basis. On 2/17/19, 25% of the shares were released and a portion of the shares were held back to cover the statutory tax withholding requirement. The net shares were deposited into the holders account.
- F4Non-statutory stock option granted pursuant to the 2010 Employee Stock Option Plan. The option vests 1/8th six months after the date of grant and 1/48th monthly thereafter.
- F5Non-statutory stock option granted pursuant to the 2010 Employee Stock Option Plan. Option shall vest 7/48 one month after the date of grant and 1/48th each month thereafter.
- F6Each Restricted Stock Unit, granted pursuant to the 2010 Employee Stock Option Plan, 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 of time.