Statement of Changes in Beneficial Ownership (4)
April 27 2020 - 4:03PM
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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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
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RUBASH MARK J |
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)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1020 KIFER ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/23/2020 |
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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 | 4/23/2020 | | M | | 262 | A | (1) | 4560 | D | |
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 | (1) | 4/23/2020 | | M | | | 262 | (2) | (2) | Common Stock | 262 | $0 | 0 | D | |
| Restricted Stock Units | (1) | 4/23/2020 | | A | | 255 | | (3) | (3) | Common Stock | 255 | $0.00 | 255 | D | |
| Non-Qualified Stock Option (right to buy) | $513.22 | 4/23/2020 | | A | | 766 | | (4) | 4/23/2030 | Common Stock | 766 | $0.00 | 766 | D | |
| Explanation of Responses: |
| (1) | Restricted stock units ("RSUs") convert into common stock on a one-for-one basis upon vesting. |
| (2) | On April 25, 2019, the Reporting Person was granted 262 RSUs, vesting as to 100% on the earlier of the one year anniversary of the date of grant or the next Annual Meeting of Stockholders. |
| (3) | 100% of the RSUs shall vest on the earlier of the one year anniversary of April 23, 2020 or the next Annual Meeting of Stockholders, subject to the Reporting Person's continued service as a director to the issuer. |
| (4) | 100% of the shares subject to the option shall vest on the earlier of the one year anniversary of April 23, 2020 or the next Annual Meeting of Stockholders, subject to the Reporting Person's continued service as a director to the issuer. |
Remarks:
Exhibit 24.1 - Power of Attorney |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
RUBASH MARK J
1020 KIFER ROAD
SUNNYVALE, CA 94086 | X |
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Signatures
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| By: Donna Spinola For: Mark J Rubash | | 4/27/2020 |
| **Signature of Reporting Person | Date |
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