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: Murphy Patrick K (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-24	Common Stock	A	7530	—	Acquired	49377	Direct
2021-02-24	Common Stock	A	457	—	Acquired	49834	Direct
2021-02-24	Common Stock	A	3303	—	Acquired	53137	Direct
2021-02-24	Common Stock	M	4313	—	Acquired	57450	Direct
2021-02-24	Common Stock	F	1875	$67.64	Disposed	55575	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	26620	Acquired	2031-02-24	Common Stock (26620.0)	Direct
2021-02-24	Restricted Stock Unit	$	M	4313	Disposed		Common Stock (4313.0)	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, 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 17,946 Restricted Stock Units of the Issuer vesting in five equal annual installments beginning on February 24, 2017. In addition, the total number of outstanding Restricted Stock Units of the Issuer reflects an anti-dilution adjustment applied as a result of the spin-off of Vontier Corporation from the Issuer on October 9, 2020.