Form 4: Intuitive Surgical CEO's Equity Vesting and Tax Withholding
Statement of Changes in Beneficial Ownership
Intuitive Surgical CEO David J. Rosa reported the vesting of restricted and performance stock units, along with associated tax withholdings, on February 28, 2026.
Summary
- David J. Rosa, CEO of Intuitive Surgical Inc. (ISRG), reported the vesting of various equity awards on February 28, 2026.
- This included the vesting of 1,503 Restricted Stock Units (RSUs).
- Additionally, 14,363 Performance Stock Units (PSUs) granted on February 28, 2023, vested after achieving performance criteria.
- Another 9,052 PSUs granted on June 12, 2023, also vested due to achieved performance metrics.
- A total of 12,357 shares were disposed of at a price of $503.51 per share to cover statutory tax withholding requirements related to these vestings.
- Following these transactions, David J. Rosa beneficially owns 245,209 shares of Intuitive Surgical common stock.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive filing, reflecting the successful achievement of performance metrics for the CEO's equity awards and continued alignment of executive incentives with company performance, without indicating any negative operational issues.
Positives
- Performance criteria for Performance Stock Units (PSUs) granted on February 28, 2023, and June 12, 2023, were achieved, as determined by the Compensation Committee of the Issuer.
- The vesting of these equity awards demonstrates the CEO's continued long-term incentive alignment with shareholder interests.
Negatives
- A significant number of shares (12,357) were withheld or disposed of to cover statutory tax obligations, which is a standard practice but reduces the immediate net share gain.
Risks
- No specific operational or financial risks for the company are mentioned in this Form 4 filing. The only 'risk' implied is the standard tax liability associated with equity compensation.
Future Outlook
The vesting of Performance Stock Units (PSUs) is contingent on the Reporting Person's continuous service to the Issuer through each vesting date, indicating an ongoing commitment from the CEO.
Industry Context
StockSavvy.ai notes that the vesting of equity awards for a CEO is a common practice in the medical device and surgical robotics industry, aligning executive incentives with long-term company performance. Such routine filings typically do not indicate significant shifts in industry trends but rather reflect standard compensation structures.
Stakeholder Impact
- Shareholders: The CEO's increased direct ownership (net of taxes) reinforces alignment with shareholder interests. The achievement of performance metrics for PSUs suggests the company met certain internal goals, which could be positive for long-term shareholder value.
Next Steps
- The remaining unvested portions of any outstanding equity awards will continue to vest according to their respective schedules, subject to continuous service.
Key Dates
| Date | Description |
|---|---|
| 02/28/2023 | Grant date for a tranche of Performance Stock Units (PSUs) that vested on February 28, 2026. |
| 06/12/2023 | Grant date for another tranche of Performance Stock Units (PSUs) that vested on February 28, 2026. |
| 02/28/2026 | Transaction date for the vesting of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs), and associated tax withholdings. |
| 03/02/2026 | Signature date of the reporting person for the Form 4 filing. |
Keywords
Intuitive Surgical, ISRG, Form 4, David J. Rosa, CEO, Equity Vesting, Restricted Stock Units, Performance Stock Units, Insider Transaction, Stock Compensation
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