Form 4: Masimo Executive Reports Equity Conversion Post-Merger
Statement of Changes in Beneficial Ownership
Chief Marketing Officer Tim Benner reports the cancellation and conversion of equity holdings following Masimo Corporation's acquisition by Danaher Corporation.
Summary
- Tim Benner, Chief Marketing Officer of Masimo Corporation, filed a Form 4 detailing the disposition of equity holdings.
- The transactions occurred on June 10, 2026, in connection with the merger of Masimo Corporation into a subsidiary of Danaher Corporation.
- Restricted Stock Units (RSUs) were converted into Danaher Corporation RSUs based on a $180.00 per share merger consideration.
- Stock options and Performance-Based Restricted Stock Units (PSUs) were canceled and converted into the right to receive cash payments based on the $180.00 per share merger price.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral administrative filing documenting the completion of a previously announced merger.
Positives
- Equity awards were successfully converted or cashed out at the $180.00 per share merger price, ensuring value realization for the executive.
Negatives
- The executive no longer holds direct equity in Masimo Corporation as it has become a wholly owned subsidiary of Danaher Corporation.
Risks
- Integration risks associated with the merger into Danaher Corporation.
- Potential tax withholding implications on the cash-out of stock options and PSUs.
Future Outlook
Masimo Corporation is now a wholly owned subsidiary of Danaher Corporation; future operations will be integrated into the parent company's structure.
Industry Context
StockSavvy.ai notes that this filing confirms the finalization of the Masimo-Danaher merger, a significant consolidation in the medical technology sector, aligning with broader trends of large-cap life sciences companies acquiring specialized monitoring technology firms.
Comparison to Industry Standards
- The $180.00 per share acquisition price represents a standard premium-based exit for shareholders in the medical device sector.
- The conversion of unvested equity into parent company equity is a standard practice in large-scale corporate acquisitions to ensure management retention.
Legal Proceedings
- The merger was executed pursuant to the Agreement and Plan of Merger dated February 16, 2026.
Stakeholder Impact
- Shareholders receive $180.00 per share in cash.
- Employees and executives see equity awards converted or cashed out per merger terms.
Next Steps
- Final integration of Masimo operations into Danaher Corporation.
Key Dates
| Date | Description |
|---|---|
| 06/09/2025 | Original grant date for certain RSUs and PSUs. |
| 02/16/2026 | Date of the Agreement and Plan of Merger. |
| 03/06/2026 | Original grant date for certain RSUs. |
| 06/10/2026 | Effective time of the merger and transaction date for equity conversions. |
| 06/12/2026 | Date of filing. |
Keywords
Masimo, Danaher, Merger, Form 4, Equity Conversion, Insider Transaction
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