SEC Form 4 · accession 0001104659-26-073516
MASIMO CORP · MASI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles Dadswell
Officer — EVP, General Counsel
Period of report
Jun 10, 2026
Accepted (ET)
Jun 12, 2026 · 4:31 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000937556
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3,F1 | — | Jun 10, 2026 | D | 11,886 | D | — | — | Common Stock | 11,886 | 0 | D |
| Restricted Stock UnitsF2,F4,F1 | — | Jun 10, 2026 | D | 10,261 | D | — | — | Common Stock | 10,261 | 0 | D |
Explanation of responses
- F1On 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").
- F2On 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 the Issuer's common stock, par value $0.001 per share underlying such RSU multiplied by the quotient of (a) $180.00 per share, without interest, 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).
- F3Represents the unvested portion of RSUs granted on October 22, 2025, which award of RSUs was to vest ratably over four years.
- F4Represents the unvested portion of RSUs granted on March 6, 2026, which award of RSUs was to vest ratably over four years.