March 11, 2026 · Form 4 insider transaction
Politan Capital Management LP bought 142,681 shares of Masimo Corporation, a transaction worth N/A. The trade was recorded as j and disclosed on an SEC Form 4, filed 2 days after the transaction.
On March 11, 2026, Politan Capital Partners Master Fund LP, a Cayman Islands exempted limited partnership ("Politan Master Fund"), entered into a forward sale contract (the "March 11 Forward Contract") with a financial institution (the "Counterparty"). The March 11 Forward Contract obligates Politan Master Fund to deliver 142,681 common shares of MASI (the "March 11 Number of Shares") on the maturity date, August 12, 2026, subject to customary adjustments. In exchange, Politan Master Fund will receive an upfront payment of $24,802,095.85 on or around the trade date, which is based on a trade price of $175.48 per share. Politan Master Fund pledged the March 11 Number of Shares under the March 11 Forward Contract to secure its obligations under the transaction, and retained dividend and voting rights in such pledged shares.; (continued from footnote 1) In addition, Politan Master Fund may request to increase the March 11 Number of Shares to be delivered by providing the Counterparty with notice (an "Additional Number of Shares Notice") and, if accepted, the details of the updated transaction will be made available by the Counterparty on a notice (an "Adjustment Notice"). The maturity date of the March 11 Forward Contract may be extended one month to September 12, 2026, at the election of Politan Master Fund. Upon maturity, if the March 11 Forward Contract is cash settled the cash settlement price payable by Politan Master Fund will be calculated on the basis of volume weighted average price per share at maturity. Alternatively, if the March 11 Forward Contract is physically settled, Politan Master Fund will deliver the March 11 Number of Shares (together with any additional number of shares listed in any applicable Adjustment Notice) reflecting the total March 11 Number of Shares sold to the Counterparty.; In addition to Politan Capital Management LP, a Delaware limited partnership ("Politan"), this Form 4 is being filed jointly by Politan Capital Management GP LLC, a Delaware limited liability company ("Politan Management"), Politan Capital Partners GP LLC, a Delaware limited liability company ("Politan GP"), and Quentin Koffey, a citizen of the United States of America (together with Politan, Politan Management and Politan GP, the "Reporting Persons"), each of whom has the same business address as Politan and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").; Politan is the investment advisor to certain funds, including Politan Capital Partners LP, a Delaware limited partnership ("Politan LP"), Politan Capital Offshore Partners LP, a Cayman Islands exempted limited partnership ("Politan Offshore"), and Politan Master Fund (collectively with Politan Offshore and Politan LP, the "Politan Funds").; Politan, as the investment advisor of the Politan Funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of Politan, Politan Management may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. As the general partner of the Politan Funds, Politan GP may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934.; By virtue of Mr. Koffey's position as managing partner and chief investment officer of Politan, and as the managing member of Politan Management and Politan GP, Mr. Koffey may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.; Mr. Koffey is a member of the board of directors of the Issuer of the Subject Securities, and as a result, each of the other Reporting Persons may be directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.