Sec Form 4 Filing - Charlton Henry L @ INTUITIVE SURGICAL INC - 2024-08-23

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Charlton Henry L
2. Issuer Name and Ticker or Trading Symbol
INTUITIVE SURGICAL INC [ ISRG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP & Chief Commercial and Mkt
(Last) (First) (Middle)
1020 KIFER ROAD
3. Date of Earliest Transaction (MM/DD/YY)
08/23/2024
(Street)
SUNNYVALE, CA94086
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/23/2024 M( 1 ) 2,625 A $ 166.6233 26,111 D
Common Stock 08/23/2024 S( 1 ) 2,625 D $ 486.8484 ( 2 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 2,625 A $ 182.8333 26,111 D
Common Stock 08/23/2024 S( 1 ) 2,625 D $ 486.8484 ( 2 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 2,414 A $ 174.2567 25,900 D
Common Stock 08/23/2024 S( 1 ) 2,414 D $ 486.8117 ( 3 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 1,336 A $ 174.2567 24,822 D
Common Stock 08/23/2024 S( 1 ) 1,336 D $ 486.8484 ( 2 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 3,750 A $ 139.52 27,236 D
Common Stock 08/23/2024 S( 1 ) 3,750 D $ 486.8117 ( 3 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 5,203 A $ 109.4856 28,689 D
Common Stock 08/23/2024 S( 1 ) 5,203 D $ 486.8374 ( 4 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 422 A $ 109.4856 23,908 D
Common Stock 08/23/2024 S( 1 ) 422 D $ 486.8117 ( 3 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 468 A $ 79.6378 23,954 D
Common Stock 08/23/2024 S( 1 ) 468 D $ 486.8374 ( 4 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 456 A $ 76.9989 23,942 D
Common Stock 08/23/2024 S( 1 ) 456 D $ 486.8374 ( 4 ) 23,486 D
Common Stock 08/23/2024 M( 1 ) 459 A $ 59.4622 23,945 D
Common Stock 08/23/2024 S( 1 ) 459 D $ 486.8374 ( 4 ) 23,486 D
Common Stock 08/23/2024 S( 1 ) 6,828 D $ 486.8237 ( 5 ) 16,658 D
Common Stock 08/23/2024 S( 1 ) 6,828 D $ 486.8614 ( 6 ) 9,830 D
Common Stock 08/23/2024 S( 1 ) 6,829 D $ 486.8479 ( 7 ) 3,001 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Non-Qualified Stock Option (right to buy) $ 59.4622 08/23/2024 M( 1 ) 459 ( 8 ) 02/16/2026 Common Stock 459 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 76.9989 08/23/2024 M( 1 ) 456 ( 9 ) 08/15/2026 Common Stock 456 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 79.6378 08/23/2024 M( 1 ) 468 ( 8 ) 02/15/2027 Common Stock 468 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 109.4856 08/23/2024 M( 1 ) 5,203 ( 9 ) 08/15/2027 Common Stock 5,203 $ 0 422 D
Non-Qualified Stock Option (right to buy) $ 109.4856 08/23/2024 M( 1 ) 422 ( 9 ) 08/15/2027 Common Stock 422 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 139.52 08/23/2024 M( 1 ) 3,750 ( 8 ) 02/15/2028 Common Stock 3,750 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 166.6233 08/23/2024 M( 1 ) 2,625 ( 9 ) 08/15/2029 Common Stock 2,625 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 174.2567 08/23/2024 M( 1 ) 2,414 ( 9 ) 08/15/2028 Common Stock 2,414 $ 0 1,336 D
Non-Qualified Stock Option (right to buy) $ 174.2567 08/23/2024 M( 1 ) 1,336 ( 9 ) 08/15/2028 Common Stock 1,336 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 182.8333 08/23/2024 M( 1 ) 2,625 ( 8 ) 02/15/2029 Common Stock 2,625 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Charlton Henry L
1020 KIFER ROAD
SUNNYVALE, CA94086
SVP & Chief Commercial and Mkt
Signatures
By: Donna Spinola For: Charlton, Henry L 08/26/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The transaction took place in accordance with a Trading Plan that complies with SEC Rule 10b5-1 and expires on May 26, 2025.
( 2 )The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $480.29 to $492.95 as follows: 886 shares sold at $480.29 to $481.00; 578 shares sold at $481.46 to $482.25; 284 shares sold at $482.94 to $483.61; 933 shares sold at $483.95 to $484.73; 467 shares sold at $485.00 to $485.78; 180 shares sold at $486.07 to $486.95; 560 shares sold at $488.11 to $488.74; 1,036 shares sold at $489.35 to $490.35; 488 shares sold at $490.52 to $491.52; 866 shares sold at $491.57 to $492.45; and 308 shares sold at $492.62 to $492.95. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
( 3 )The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $480.29 to $493.00 as follows: 1,080 shares sold at $480.29 to $481.27; 443 shares sold at $481.40 to $482.25; 199 shares sold at $482.81 to $483.33; 812 shares sold at $483.90 to $484.62; 708 shares sold at $484.91 to $485.78; 559 shares sold at $488.03 to $488.73; 809 shares sold at $489.20 to $490.09; 655 shares sold at $490.22 to $491.21; 948 shares sold at $491.41 to $492.25; and 373 shares sold at $492.62 to $493.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
( 4 )The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $480.30 to $493.00 as follows: 836 shares sold at $480.30 to $480.96; 597 shares sold at $481.40 to $482.40; 285 shares sold at $482.45 to $483.37; 784 shares sold at $483.63 to $484.62; 714 shares sold at $484.80 to $485.64; 100 shares sold at $486.95; 476 shares sold at $488.11 to $488.58; 1,034 shares sold at $489.30 to $490.30; 364 shares sold at $490.38 to $491.17; 1,038 shares sold at $491.41 to $492.28; and 358 shares sold at $492.62 to $493.00. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
( 5 )The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $480.29 to $492.62 as follows: 1,134 shares sold at $480.29 to $481.24; 344 shares sold at $481.40 to $482.25; 317 shares sold at $482.69 to $483.61; 832 shares sold at $483.90 to $484.82; 713 shares sold at $485.04 to $485.96; 100 shares sold at $486.95; 755 shares sold at $488.42 to $489.31; 1,198 shares sold at $489.60 to $490.50; 428 shares sold at $490.77 to $491.74; and 1,007 shares sold at $491.79 to $492.62. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
( 6 )The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $480.53 to $493.48 as follows: 1,082 shares sold at $480.53 to $481.48; 383 shares sold at $481.63 to $482.25; 342 shares sold at $482.69 to $483.61; 952 shares sold at $483.95 to $484.84; 603 shares sold at $485.01 to $485.64; 488 shares sold at $488.17 to $489.00; 908 shares sold at $489.19 to $490.16; 684 shares sold at $490.22 to $490.97; 958 shares sold at $491.41 to $492.01; 409 shares sold at $492.45 to $493.04; and 19 shares sold at $493.48. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
( 7 )The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $480.23 to $493.36 as follows: 939 shares sold at $480.23 to $480.84; 525 shares sold at $481.27 to $482.25; 100 shares sold at $482.45; 1,067 shares sold at $483.58 to $484.58; 542 shares sold at $484.68 to $485.59; 96 shares sold at $485.78; 144 shares sold at $486.91 to $487.14; 588 shares sold at $488.11 to $488.66; 790 shares sold at $489.22 to $490.08; 600 shares sold at $490.28 to $491.22; 1,015 shares sold at $491.37 to $492.05; and 423 shares sold at $492.52 to $493.36. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
( 8 )Non-statutory stock option granted pursuant to the 2010 Incentive Awards Plan. The option vests 1/8th six months after the date of grant and 1/48th monthly thereafter.
( 9 )Non-statutory stock option granted pursuant to the 2010 Incentive Award Plan. Option shall vest 7/48 one month after the date of grant and 1/48 each month thereafter.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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