10-Q – 2026-04-22 – isrg-20260331.htm

Rule 10b5-1 Plans
On January 27, 2026 , Amy L. Ladd, M.D. , a member of the Company’s Board of Directors , adopted a Rule 10b5-1 trading plan. Dr. Ladd’s trading plan provides for the potential sale of up to 619 shares of the Company’s common stock until January 29, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On January 27, 2026 , Keith R. Leonard Jr. , a member of the Company’s Board of Directors , adopted a Rule 10b5-1 trading plan. Mr. Leonard’s trading plan provides for the potential exercise and sale of up to 4,656 shares of the Company’s common stock subject to stock options until January 27, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On January 28, 2026 , Jami Dover Nachtsheim , a member of the Company’s Board of Directors , adopted a Rule 10b5-1 trading plan. Ms. Nachtsheim’s trading plan provides for the potential exercise and sale of up to 2,235 shares of the Company’s common stock subject to stock options until March 15, 2027 . This trading plan was entered into during an open insider trading
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window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On January 29, 2026 , Gary H. Loeb , the Company’s Executive Vice President and Chief Legal and Compliance Officer , adopted a Rule 10b5-1 trading plan. Mr. Loeb’s trading plan provides for the potential sale of up to 2,800 shares of the Company’s common stock until January 29, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On January 30, 2026 , Amal M. Johnson , a member of the Company’s Board of Directors , adopted a Rule 10b5-1 trading plan. Ms. Johnson’s trading plan provides for the potential exercise and sale of up to 12,472 shares of the Company’s common stock subject to stock options until January 30, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On February 5, 2026 , Craig H. Barratt, Ph.D. , a member of the Company’s Board of Directors , adopted a Rule 10b5-1 trading plan. Dr. Barratt’s trading plan provides for the potential exercise and sale of up to 4,635 shares of the Company’s common stock subject to stock options until March 15, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On March 12, 2026 , David J. Rosa , the Company’s Chief Executive Officer and a member of the Company’s Board of Directors , adopted a Rule 10b5-1 trading plan. Mr. Rosa’s trading plan provides for the potential exercise and sale of up to 45,750 shares of the Company’s common stock subject to stock options until August 15, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.
On March 13, 2026 , Jamie E. Samath , the Company’s Executive Vice President, Chief Financial Officer and Enterprise Technology Leader , adopted a Rule 10b5-1 trading plan. Mr. Samath’s trading plan provides for the potential sale of up to 23,171 shares of the Company’s common stock, including the potential exercise and sale of up to 7,805 shares of the Company’s common stock subject to stock options, until May 20, 2027 . This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in the Company’s securities.

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ITEM 6.    EXHIBITS

Incorporated by Reference

Exhibit
Number Exhibit Description
Form
File No. Exhibit Filing Date
3.1 Amended and Restated Certificate of Incorporation of the Company, as Amended .
10-Q
000-30713
3.1
7/23/2020
3.2 Amendment to Amended and Restated Certificate of Incorporation of the Company.
10-Q
000-30713
3.1
10/20/2021

3.3 Amended and Restated Bylaws of the Company.
8-K
000-30713
3.1
2/1/2021

31.1*
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2**
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS *
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File, because its XBRL tags are embedded within the Inline XBRL document.

101.SCH *
Inline XBRL Taxonomy Extension Schema.

101.CAL *
Inline XBRL Taxonomy Extension Calculation Linkbase.

101.DEF *
Inline XBRL Taxonomy Extension Definition Linkbase.

101.LAB *
Inline XBRL Taxonomy Extension Label Linkbase.

101.PRE *
Inline XBRL Taxonomy Extension Presentation Linkbase.

104*
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101).

* Filed herewith.
** Furnished herewith.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

INTUITIVE SURGICAL, INC.

By:   /s/ J AMIE E. S AMATH

Jamie E. Samath
Executive Vice President and Chief Financial Officer

(Principal Financial Officer and duly authorized signatory)

Date: April 22, 2026
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