Form 4: Fortive Corp Executive Peter C. Underwood Reports Changes in Beneficial Ownership

Peter C. Underwood, SVP General Counsel of Fortive Corp, reports changes in beneficial ownership due to dividend accruals on phantom shares in the Executive Deferred Incentive Program.

Summary

• Peter C. Underwood, SVP General Counsel of Fortive Corp, filed a Form 4 to report changes in beneficial ownership.
• The changes are due to notional dividend accruals on phantom shares in the Fortive stock fund under the Executive Deferred Incentive Program (EDIP).
• On March 28, 2025, Underwood acquired 9.128 phantom shares at a price of $72.63 per share.
• Following the transaction, Underwood beneficially owns 9,250.619 phantom shares in the EDIP Stock Fund.
• The reported securities are notional dividend accruals on phantom shares in the Fortive stock fund (the 'EDIP Stock Fund') under Fortive's Executive Deferred Incentive Program (the 'EDIP').
• The number of phantom shares accrued as a result of such notional dividend accruals is based on the closing price of the Issuer's common stock as reported on the NYSE on the date such dividend accruals are credited to the EDIP Stock Fund, which is the price shown in Table II, Column 8 above.
• The notional shares convert on a one-to-one basis.
• The Reporting Person immediately vests in 100% of each voluntary contribution to the EDIP Stock Fund.
• The Reporting Person will vest in all contributions to the EDIP Stock Fund by the Issuer as follows: 100% upon the earlier of the Reporting Person's death, or upon retirement following at least 5 years of service with the Issuer and reaching the age of 55, or, if earlier, one-tenth per year of participation following five years of participation, in each case in accordance with the EDIP.
• Upon termination of employment, the vested portion of the EDIP Stock Fund is settled in the Issuer's common stock.

Sentiment

Score: 5

Explanation: The document is a routine regulatory filing, so the sentiment is neutral.

Positives

• The executive's participation in the EDIP indicates confidence in the company's future performance.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. This filing reflects standard executive compensation practices.

Comparison to Industry Standards

• Executive compensation packages often include deferred incentive programs tied to company stock performance.
• Phantom stock plans are a common method for providing long-term incentives to executives, aligning their interests with those of shareholders.
• The vesting schedule described is typical for such programs, encouraging long-term commitment to the company.

Stakeholder Impact

• The filing provides transparency to shareholders regarding executive compensation.

Key Dates

Keywords

Form 4, beneficial ownership, Fortive Corp, Underwood, EDIP, phantom shares, dividend accruals, executive compensation