Fortive Corp — Director's Dealing 2021

Feb 27, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fortive Corp (FTV)
CIK: 0001659166
Period of Report: 2021-02-24

Reporting Person: McLaughlin Charles E (SVP - Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-24	Common Stock	A	16605	—	Acquired	59933	Direct
2021-02-24	Common Stock	A	959	—	Acquired	60892	Direct
2021-02-24	Common Stock	A	6331	—	Acquired	67223	Direct
2021-02-24	Common Stock	M	5751	—	Acquired	72974	Direct
2021-02-24	Common Stock	F	2883	$67.40	Disposed	70091	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-24	Employee Stock Option (Right to Buy)	$67.64	A	58700	Acquired	2031-02-24	Common Stock (58700.0)	Direct
2021-02-24	Restricted Stock Unit	$	M	5751	Disposed		Common Stock (5751.0)	Direct

Footnotes

F1: On February 24, 2021, the Compensation Committee of the Issuer (the "Committee") awarded the Reporting Person Restricted Stock Units ("RSUs"). This transactions is being reported to identify the portion of the RSUs that are subject only to time-based vesting provisions. Pursuant to the terms of the award, additional RSUs may be issued upon determination by the Committee that the corresponding performance criteria have been achieved.

F2: Restricted stock units are payable in shares of common stock on a one-to-one basis.

F3: On February 20, 2020, the the Committee awarded the Reporting Person RSUs with the opportunity to earn additional RSUs ("Additional RSUs") upon achievement of corresponding performance criteria. This transaction is being reported in connection with the determination by the Committee on February 24, 2021 that the performance criteria of the Additional RSUs have been achieved. The Additional RSUs remain subject to time-based vesting provisions.

F4: On February 22, 2018, the Committee awarded the Reporting Person Performance Stock Units ("PSUs") subject to achievement of corresponding performance criteria. This transaction is being reported in connection with the determination by the Committee on February 24, 2021 that the performance criteria of the PSUs have been achieved. The shares remain subject to a two-year holding period requirement.

F5: This transaction relates to the withholding of shares for tax purposes in connection with the vesting and distribution of restricted stock units.

F6: One half of the options granted vest on each of the third and fourth anniversary of the grant date.

F7: In connection with the separation of the Issuer from Danaher Corporation ("Danaher"), Restricted Stock Units issued by Danaher on February 24, 2016 to the Reporting Person that remained unvested as of July 2, 2016 were converted into 23,921 Restricted Stock Units of the Issuer vesting in five equal annual installments beginning on February 24, 2017. In addition, the total number of Restricted Stock Units of the Issuer reflect an anti-dilution adjustment applied as a result of the spin-off on Vontier from the Issuer on October 9, 2020.