8-KCorporate ChangesExhibits & Filings

INTUITIVE SURGICAL INC 8-K Report, Change in Control (Nov 12, 2009)

Filed November 12, 2009For Securities:ISRG

Summary

Intuitive Surgical, Inc. (ISRG) filed an 8-K on November 12, 2009, to report a significant change in executive leadership. Effective January 1, 2010, Lonnie M. Smith, the current Chief Executive Officer, will transition to the role of Chairman of the Board of Directors. This filing details the terms of the amended employment agreement for Mr. Smith in his new capacity. The amendment outlines Mr. Smith's compensation as Chairman, including an annual salary of $300,000 and a target bonus of 40% of his base salary for fiscal year 2010. This leadership transition is a key event for investors to note, as it signals a shift in the company's strategic direction and executive oversight.

Key Highlights

  • 1Lonnie M. Smith to transition from CEO to Chairman of the Board, effective January 1, 2010.
  • 2Mr. Smith's new role as Chairman will be accompanied by an annual salary of $300,000.
  • 3A target bonus of 40% of his annual base salary is set for Mr. Smith for fiscal year 2010.
  • 4The changes are formalized through a second amendment to Mr. Smith's existing employment agreement.
  • 5The filing is an 8-K Current Report, indicating a material event requiring prompt disclosure.
  • 6Marshall L. Mohr, Senior Vice President and Chief Financial Officer, signed the filing.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce a significant change in the company's executive leadership. Specifically, it details the transition of Lonnie M. Smith from Chief Executive Officer to Chairman of the Board of Directors, effective January 1, 2010, and outlines the terms of his new role.

As Chairman of the Board, Lonnie M. Smith will receive an annual salary of $300,000. He will also have a target bonus opportunity of 40% of his annual base salary for fiscal year 2010.

This 8-K filing does not specify who will succeed Lonnie M. Smith as Chief Executive Officer. It only reports on Mr. Smith's transition to Chairman and the associated employment agreement amendment.

The leadership change, specifically Mr. Smith's transition to Chairman and the terms of his amended employment agreement, is effective as of January 1, 2010.