Brian Edward Miller Form 3 INTUITIVE SURGICAL / Brian Edward Miller ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Miller Brian Edward

(Last) (First) (Middle)

1020 KIFER ROAD

(Street)

SUNNYVALE CA 94086

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2024

3. Issuer Name and Ticker or Trading Symbol
INTUITIVE SURGICAL INC [ ISRG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP & Chief Digital Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	8,952	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	(1)	02/28/2030	Common Stock	3,384	177.9867	D
Non-Qualified Stock Option (right to buy)	(2)	08/28/2029	Common Stock	6,767	208.9	D
Non-Qualified Stock Option (right to buy)	(3)	02/27/2030	Common Stock	7,900	229.39	D
Non-Qualified Stock Option (right to buy)	(2)	08/28/2030	Common Stock	3,381	242.3367	D
Non-Qualified Stock Option (right to buy)	(1)	02/26/2031	Common Stock	3,300	245.6	D
Non-Qualified Stock Option (right to buy)	(1)	02/28/2029	Common Stock	6,767	290.33	D
Non-Qualified Stock Option (right to buy)	(4)	08/09/2030	Common Stock	7,900	304.67	D
Non-Qualified Stock Option (right to buy)	(2)	08/26/2031	Common Stock	3,300	347.4167	D
Restricted Stock Units	(5)	(5)	Common Stock	5,267	0	D
Restricted Stock Units	(6)	(6)	Common Stock	1,689	0	D
Restricted Stock Units	(6)	(6)	Common Stock	3,297	0	D
Restricted Stock Units	(6)	(6)	Common Stock	3,383	0	D

Explanation of Responses:

1. The option vests 1/8th six months after the date of grant and 1/48th monthly thereafter, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

2. The option vests 7/48th one month after the date of grant and 1/48th monthly thereafter, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

3. 12.5% of the shares subject to the option vest on the six-month anniversary measured from February 10, 2023, and 1/48th of the total number of shares vest in forty-two (42) successive and equal monthly installments thereafter, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

4. 7/48th of the shares subject to the option vest on the one-month anniversary measured from August 10, 2023, and 1/48th of the total number of shares vest in forty-one (41) successive and equal monthly installments thereafter, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

5. Each RSU represents a contingent right to receive one share of Issuer common stock upon vesting. 25% of the RSUs shall vest on each anniversary of February 10, 2023, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

6. Each RSU represents a contingent right to receive one share of Issuer common stock upon vesting. 25% of the RSUs shall vest on each anniversary of the date of grant, subject to Reporting Person's continuous service to the Issuer through each such vesting date.

Remarks:

Exhibit 24.1 - Power of Attorney

	By: Donna Spinola For: Miller, Brian Edward	02/08/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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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