Fortive Corp — Director's Dealing 2020

Feb 25, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fortive Corp (FTV)
CIK: 0001659166
Period of Report: 2020-02-21

Reporting Person: LICO JAMES A (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-21	Common Stock	M	70293	$18.21	Acquired	464846	Direct
2020-02-21	Common Stock	F	37901	$75.81	Disposed	426945	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-21	Employee Stock Option (Right to Buy)	$18.21	M	70293	Disposed	2020-02-23	Common Stock (70293.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	19487	Indirect

Footnotes

F1: Under the terms of the Fortive 2016 Stock Incentive Plan, on the last trading day on which an outstanding option may be exercised, if as of the close of trading on such day the then closing market price of a share of common stock of the Issuer exceeds the per share exercise price of such option by at least $.01 (an "Eligible Option"), the holder of such option will be deemed to have automatically exercised ("Auto Exercise") such Eligible Option as of the expiration date of the Eligible Option, with the Issuer withholding the number of shares of common stock issued upon Auto Exercise in an amount necessary to satisfy (1) the exercise price obligation for the Eligible Option, and (2) the tax withholding requirements arising from the Auto Exercise, in each case, based on the market price as of the close of trading on the date of the Auto Exercise. This transaction is being reported to disclose the Auto Exercise of the corresponding Eligible Option held by the Reporting Person.

F2: Based on a plan statement dated as of January 31, 2020.

F3: Prior to the separation of the Issuer from Danaher Corporation ("Danaher") on July 2, 2016 (the "Separation"), the stock options issued by Danaher on February 23, 2010 ("2010 Danaher Options") to the Reporting Person became exercisable ratably on fourth and fifth anniversary of the grant date. In connection with the Separation, the 2010 Danaher Options that remained unexercised as of July 2, 2016 were converted into stock options to purchase 195,293 shares of the Issuer's common stock with identical vesting schedule.