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ISRG 8-K filings, explained
Every material Form 8-K Intuitive Surgical has filed with the SEC since December 18, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Intuitive Surgical's board approved expanding its size from 10 to 11 members and appointed Aaron Martin, President of Insurance at Humana, to fill the new seat, effective January 1, 2027. Martin will not sit on any board committees at the start, and the board has determined he is independent under Nasdaq and SEC rules.
Board size increases from 10 to 11 members; Martin's appointment is effective January 1, 2027.
Martin will receive a prorated annual cash retainer of $70,000 and an initial restricted stock unit grant with a target value of $93,333.
Before Humana, Martin was Vice President of Healthcare at Amazon and Executive Vice President and Chief Digital Officer at Providence St. Joseph Health.
Intuitive reported third-quarter 2026 revenue of $3.05 billion, up 22% from $2.51 billion a year earlier, with da Vinci procedures up about 14% and Ion procedures up about 31%. GAAP net income fell to $523 million, or $1.49 per diluted share, from $704 million, or $1.95, after a $450 million charge for an antitrust class action settlement, while non-GAAP earnings rose to $3.00 per diluted share from $2.40. The settlement still needs Court approval, and the company gave 2026 outlook ranges for da Vinci procedure growth, non-GAAP gross margin and non-GAAP operating expense growth.
Revenue of $3.05 billion rose 22%; instruments and accessories were $1.80 billion and systems were $769 million.
A $450 million pre-tax charge for the antitrust class action settlement cut GAAP EPS by $0.99; the settlement remains subject to preliminary and final Court approval.
The company repurchased 7.8 million shares for $2.94 billion in the quarter and ended September 30, 2026 with $6.80 billion in cash and investments, down $1.83 billion.
2026 outlook: da Vinci procedure growth of 14% to 15%, non-GAAP gross margin of 68.7% to 69.3%, and non-GAAP operating expense growth of 11% to 13%.
Intuitive reported second-quarter 2026 revenue of $2.89 billion, up 19% from a year earlier, and GAAP net income of $818 million, or $2.29 per diluted share, compared with $658 million, or $1.81, in the second quarter of 2025. The company also gave full-year 2026 outlook ranges for da Vinci procedure growth and non-GAAP gross profit margin, and warned that additional tariffs could have a material effect on results.
Revenue was $2.89 billion, up from $2.44 billion; instruments and accessories revenue rose 18% to $1.73 billion.
Non-GAAP net income per diluted share was $2.80, compared with $2.19 in the second quarter of 2025.
Results included a $28 million, or $0.08 per diluted share, benefit from IEEPA tariff refunds for prior periods.
2026 outlook: da Vinci procedure growth of 13.5% to 15.5%, with the company expecting to be closer to the midpoint; non-GAAP gross margin of 68.0% to 69.0%.
Intuitive said Taylor Patton, Global Senior Vice President of its endoluminal business, will become Chief Commercial and Marketing Officer effective July 1, 2026, succeeding Henry Charlton. Charlton will move to Senior Vice President of Global Business Operations on the same date. The filing does not include any financial figures, so the change is a leadership transition with no stated effect on results.
Taylor Patton succeeds Henry Charlton as Chief Commercial and Marketing Officer, effective July 1, 2026
Patton has spent nearly two decades with Intuitive and led the worldwide launch and growth of the Ion platform
Charlton, with the company since 2003, becomes Senior Vice President of Global Business Operations
The announcement was made in a press release dated May 28, 2026 (Exhibit 99.1)
Intuitive Surgical's board raised the authorized amount under its stock repurchase program to an aggregate $5.0 billion, including amounts remaining under prior authorization. At its April 30, 2026 annual meeting, stockholders elected all ten board nominees, approved the advisory pay vote, ratified PricewaterhouseCoopers LLP, and approved an amended 2010 incentive plan that adds 5,000,000 shares to the reserve.
Repurchase program authorization raised to an aggregate $5.0 billion, including amounts remaining under previous authorization, approved April 30, 2026
Amended 2010 Incentive Award Plan increases reserved shares from 120,350,000 to 125,350,000 and extends the term to January 29, 2036
All ten director nominees elected to serve until the 2027 annual meeting; Proposal No. 2 pay vote approved on an advisory basis
Company says repurchases may be suspended at any time and will be funded through cash, cash equivalents, and investments
Intuitive reported first-quarter 2026 revenue of $2.77 billion, up 23% from a year earlier, with GAAP net income of $822 million, or $2.28 per diluted share, up from $1.92. The company also issued 2026 outlook ranges for da Vinci procedure growth and non-GAAP gross margin, and said tariffs are expected to reduce gross margin by 1.0% of revenue.
Revenue was $2.77 billion, up from $2.25 billion in Q1 2025; da Vinci procedures grew about 16% and Ion procedures about 39%
GAAP net income was $822 million, or $2.28 per diluted share, versus $698 million, or $1.92, in Q1 2025; non-GAAP EPS was $2.50 versus $1.81
2026 outlook: da Vinci procedure growth of 13.5% to 15.5% and non-GAAP gross profit margin of 67.5% to 68.5% of revenue
Repurchased 2.3 million shares for $1.1 billion in Q1; cash, equivalents and investments were $7.98 billion at March 31, 2026
Intuitive Surgical said it completed on March 1, 2026, its acquisition of the da Vinci and Ion distribution business run by ab medica, Abex, Excelencia Robótica and their affiliates, making the business wholly owned and bringing direct operations to Italy, Spain, Portugal, Malta and San Marino. The filing does not disclose the purchase price or any financial effect, so shareholders can see the structural change but not its size.
Acquisition completed March 1, 2026; announced in a press release dated March 2, 2026
Business covers Italy, Spain, Portugal, Malta, San Marino and associated territories
About 250 employees are joining Intuitive; combined installed base of more than 470 da Vinci systems in Italy, Spain and Portugal as of December 31, 2025
Intuitive reported fourth-quarter 2025 revenue of $2.87 billion, up 19% from a year earlier, and GAAP diluted earnings of $2.21 per share, up from $1.88. For 2026, the company expects worldwide da Vinci procedure growth of 13% to 15%, compared with 18% in 2025, and a non-GAAP gross profit margin of 67% to 68% that includes an estimated 1.2% of revenue tariff impact.
Q4 2025 revenue was $2.87 billion, up 19% from $2.41 billion in Q4 2024.
GAAP net income attributable to Intuitive was $795 million, or $2.21 per diluted share, versus $686 million, or $1.88, a year earlier.
Da Vinci system placements were 532, including 303 da Vinci 5 systems, versus 493 in Q4 2024.
2026 outlook: da Vinci procedure growth of 13% to 15%, non-GAAP operating expense growth of 11% to 15%, and tariffs estimated at 1.2% of revenue.
Intuitive said preliminary, unaudited revenue rose 19% to $2.87 billion in the fourth quarter and 21% to $10.06 billion for 2025, driven by higher procedure volume and da Vinci system placements. The release does not include profit or per-share earnings figures, and the results remain subject to final closing procedures and audit. The company expects worldwide da Vinci procedures to grow about 13% to 15% in 2026.
Q4 2025 revenue of about $2.87 billion, up 19% from $2.41 billion in Q4 2024
Full-year 2025 revenue of about $10.06 billion, up 21% from $8.35 billion in 2024
Q4 2025 da Vinci placements of 532 systems, including 303 da Vinci 5, versus 493 a year earlier
Company expects 2026 worldwide da Vinci procedures to rise about 13% to 15%; full results call set for January 22, 2026
Intuitive Surgical said Brian E. Miller, Ph.D., will leave his Chief Digital Officer role and become Head of Digital and AI Strategy effective January 1, 2026. He will no longer report directly to the Chief Executive Officer. The filing does not describe compensation changes or a departure from the company.
Effective date of the role change is January 1, 2026.
Brian E. Miller, Ph.D., moves from Chief Digital Officer to Head of Digital and AI Strategy.
Miller will no longer report directly to the Chief Executive Officer.
The 8-K was filed December 18, 2025 and signed by CFO Jamie E. Samath.
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