Form 4: Fortive SVP Jonathan Schwarz Reports Accrual of Phantom Shares in Executive Deferred Incentive Program

Fortive Corp's Senior Vice President of Corporate Development, Jonathan L. Schwarz, reported the accrual of 9.24 notional dividend units in the company's Executive Deferred Incentive Program.

Summary

• Jonathan L. Schwarz, SVP Corporate Development at Fortive Corp (FTV), reported a transaction on June 27, 2025, involving the company's Executive Deferred Incentive Program (EDIP).
• The transaction involved the acquisition of 9.24 notional dividend accruals on phantom shares within the Fortive stock fund under the EDIP.
• These notional dividend accruals are based on the closing price of Fortive's common stock, which was $71.6 per share on the date of accrual.
• Following this transaction, Jonathan L. Schwarz beneficially owns 8,279.369 units in the EDIP Stock Fund directly.
• Each notional share converts on a one-to-one basis to common stock.

Sentiment

Score: 6

Explanation: The document reports a routine accrual of phantom shares under an executive compensation plan, which is a neutral to slightly positive event as it aligns executive interests with shareholder value. It does not indicate any significant operational or financial changes.

Positives

• The transaction represents an accrual of additional phantom shares, indicating continued participation and alignment of executive interests with shareholder value through the Executive Deferred Incentive Program.
• Voluntary contributions to the EDIP Stock Fund vest immediately at 100%.

Risks

• The value of the vested portion of the EDIP Stock Fund, which is settled in the Issuer's common stock upon termination of employment, is subject to the market fluctuations of Fortive's common stock.

Future Outlook

The reporting person's contributions to the EDIP Stock Fund vest immediately. Contributions by the Issuer vest 100% upon the earlier of the reporting person's death, retirement (following at least 5 years of service and reaching age 55), or one-tenth per year of participation after five years of participation, all in accordance with the EDIP terms. Upon employment termination, the vested portion of the EDIP Stock Fund will be settled in Fortive's common stock.

Management Comments

• The reported securities are notional dividend accruals on phantom shares in the Fortive stock fund under Fortive's Executive Deferred Incentive Program (EDIP).
• The number of phantom shares accrued from notional dividend accruals is based on the closing price of the Issuer's common stock on the NYSE on the date such dividend accruals are credited to the EDIP Stock Fund.
• Notional shares convert on a one-to-one basis to common stock.

Industry Context

This Form 4 filing details a routine insider transaction related to an executive compensation program, which is a common practice across publicly traded companies to align executive incentives with shareholder interests. It does not provide broader industry trends or competitive analysis.

Stakeholder Impact

• Shareholders: The accrual of phantom shares aligns the interests of the SVP of Corporate Development with shareholders, as the value of these units is tied to the company's stock performance.
• Employees: The Executive Deferred Incentive Program is a component of executive compensation, potentially influencing retention and motivation of key personnel.

Next Steps

• Continued participation in the Executive Deferred Incentive Program.
• Vesting of Issuer contributions to the EDIP Stock Fund based on specified conditions (death, retirement, or annual participation milestones).

Key Dates

Keywords

Fortive, FTV, Insider Transaction, Form 4, Executive Compensation, Deferred Incentive Program, Phantom Shares, Corporate Development