DANAHER CORP /DE/ — Director's Dealing 2023

Aug 1, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DANAHER CORP /DE/ (DHR)
CIK: 0000313616
Period of Report: 2023-07-28

Reporting Person: FILLER LINDA (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-07-28	Common Stock	S	7268	$260.2501	Disposed	38151.959	Direct
2023-07-28	Common Stock	M	2922	$59.17	Acquired	41073.959	Direct
2023-07-28	Common Stock	S	2922	$260.2603	Disposed	38151.959	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-07-28	Phantom shares	$0	A	8.108	Acquired		Common Stock (8.108)	Direct
2023-07-28	Director stock option (right to buy)	$59.17	M	2922	Disposed	2024-07-15	Common Stock (2922)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $260.200 to $260.300, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes to this Form 4.

F2: Under the terms of the Non-Employee Directors Deferred Compensation Plan (the "Plan") established under the Danaher Corporation 2007 Omnibus Incentive Plan, the reporting person can defer all or part of the cash director fees s/he is entitled to receive each quarter. Amounts deferred under the plan (which includes dividend accruals on plan balances and may also include cash director fees) are converted into a particular number of notional shares of Danaher common stock, calculated based on the closing price of Danaher's common stock on the quarterly date such amounts otherwise would have been paid. The price shown in Table II, Column 8 above is the closing price per share of the Danaher common stock as reported on the NYSE on the transaction date noted above.

F3: Upon distribution, the phantom shares convert into shares of Danaher common stock on a one-for-one basis.

F4: The reporting person is fully vested in all amounts deferred under the Plan.