8-K
filed May 4, 2026, 7:59 PM ET
ticker ISRG
CIK 0001035267
other material
confidence high
sentiment positive
materiality 0.60
Intuitive Surgical boosts buyback to $5.0B; shareholders approve plan amendment
INTUITIVE SURGICAL INC
- Board increased stock repurchase authorization to $5.0B aggregate, including prior remaining balance.
- Stockholders approved amendment to 2010 Incentive Award Plan, increasing authorized shares by 5M to 125.35M.
- All 10 director nominees were elected at annual meeting; each received over 273M votes for.
- Advisory say-on-pay passed with ~93.3% support (265M for, 17M against).
- PricewaterhouseCoopers ratified as independent auditor for FY 2026 with ~98.6% of votes cast.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved Election of ten members to the Board.
- Proposal
- director election
- Outcome
- passed
Exact text from the filing
Proposal No. 1 : To elect ten members to the Board to serve until the 2027 Annual Meeting of Stockholders: Nominee For Against Abstain Broker Non-votes Craig H. Barratt, Ph.D. 273,151,253 9,610,497 429,596 29,960,297
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved Approval of amendment and restatement of Amended and Restated 2010 Incentive Award Plan.
- Proposal
- equity plan
- Outcome
- passed
Exact text from the filing
Proposal No. 4 : To approve the amendment and restatement of the Company’s Amended and Restated 2010 Incentive Award Plan: For Against Abstain Broker Non-votes 260,005,547 22,129,032 1,056,767 29,960,297
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved Ratification of PricewaterhouseCoopers LLP as independent auditor at the 2026-12-31 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-12-31
Exact text from the filing
Proposal No. 3 : To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026: For Against Abstain 308,789,950 4,067,630 294,063
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved Advisory vote on compensation of Named Executive Officers.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal No. 2 : To consider and approve, on an advisory basis, the compensation of the Company’s Named Executive Officers as disclosed in the Proxy Statement: For Against Abstain Broker Non-votes 265,030,878 17,018,702 1,141,766 29,960,297
View on SEC.gov
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