DANAHER CORP /DE/ — Director's Dealing 2023

Apr 18, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DANAHER CORP /DE/ (DHR)
CIK: 0000313616
Period of Report: 2023-04-17

Reporting Person: RALES MITCHELL P (Director, Chairman of Exec. Committee)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-04-17	Common Stock, par value $.01	C	50175	$199.30	Acquired	912654	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-04-17	Series B Mandatory Convertible Preferred Stock	$	C	10000	Disposed		Common Stock (50175)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01	1590844	Direct
Common Stock, par value $.01	199	Indirect
Common Stock, par value $.01	3256	Indirect
Common Stock, par value $.01	3256	Indirect
Common Stock, par value $.01	25671000	Indirect
Common Stock, par value $.01	27560	Indirect

Footnotes

F1: Pursuant to its terms, the Series B Mandatory Preferred Stock converted automatically into shares of the Issuer's common stock on April 17, 2023. Each share of the Series B Mandatory Convertible Preferred Stock converted into 5.0175 shares of the Issuer's common stock. Holders of the Series B Mandatory Preferred Stock received cash in lieu of any fractional shares.

F2: The Reporting Person is the trustee of the Mitchell P. Rales Family Trust.

F3: The reported shares are held through custodial accounts for the benefit of the Reporting Person's daughter. The Reporting Person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.

F4: The reported shares are held through single-member LLCs, of which a revocable trust with the Reporting Person as the sole trustee and beneficiary is the sole member.

F5: The Reporting Person disclaims beneficial ownership of the shares held by his spouse, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his spouse's shares for purposes of Section 16 or for any other purpose.