Statement of Changes in Beneficial Ownership (4)
February 19 2020 - 6:34PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
MOHR MARSHALL |
2. Issuer Name and Ticker or Trading Symbol
INTUITIVE SURGICAL INC
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ISRG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive VP & CFO |
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(Last)
(First)
(Middle)
1020 KIFER ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/15/2020 |
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(Street)
SUNNYVALE, CA 94086
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 2/15/2020 | | M(1) | | 1250 | A | $0.0 | 13697 | D | |
| Common Stock | 2/15/2020 | | F(1) | | 620 | D | $0.0 | 13077 | D | |
| Common Stock | 2/15/2020 | | M(1) | | 708 | A | $0.0 | 13785 | D | |
| Common Stock | 2/15/2020 | | F(1) | | 352 | D | $0.0 | 13433 | D | |
| Common Stock | 2/15/2020 | | M(1) | | 584 | A | $0.0 | 14017 | D | |
| Common Stock | 2/15/2020 | | F(1) | | 290 | D | $0.0 | 13727 | D | |
| Common Stock | 2/16/2020 | | M(1) | | 1875 | A | $0.0 | 15602 | D | |
| Common Stock | 2/16/2020 | | F(1) | | 930 | D | $0.0 | 14672 | D | |
| Common Stock | | | | | | | | 726 | I | by Son |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Restricted Stock Units | $0.0 | 2/15/2020 | | M | | | 1250 | (2) | 2/17/2020 | Common Stock | 1250 | $0.0 | 0 | D | |
| Restricted Stock Units | $0.0 | 2/16/2020 | | M | | | 1875 | (2) | 2/15/2021 | Common Stock | 1875 | $0.0 | 1875 | D | |
| Restricted Stock Units | $0.0 | 2/15/2020 | | M | | | 708 | (2) | 2/15/2022 | Common Stock | 708 | $0.0 | 0 | D | |
| Restricted Stock Units | $0.0 | 2/15/2020 | | M (1) | | | 584 | (3) | 2/15/2023 | Common Stock | 584 | $0.0 | 4082 | D | |
| Explanation of Responses: |
| (1) | RSUs vest 25% per year over a four year period, commencing on the first anniversary of the grant date. RSUs convert into common stock on the vest date on a one-for-one basis. 25 % of the shares have been released and a portion of the shares were held back to cover the statutory tax withholding requirements. The net shares were deposited into the holders account. |
| (2) | Each RSU granted represents a contingent right to receive one share of Intuitive Surgical common stock. The grant vests 25% on the first anniversary of the date of grant and annually thereafter, over a four year period. |
| (3) | Each Restricted Stock Unit, granted pursuant to the 2010 Employee Stock Option Plan, represents a contingent right to receive one share of Intuitive Surgical common stock. The grant vests 25% on the first anniversary of the date of grant and annually thereafter, over a four year period of time. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
MOHR MARSHALL
1020 KIFER ROAD
SUNNYVALE, CA 94086 |
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| Executive VP & CFO |
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Signatures
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| By: Lori Serrano For: Marshall L Mohr | | 2/19/2020 |
| **Signature of Reporting Person | Date |
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