ITEM 5.04 TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT'S EMPLOYEE BENEFIT
PLANS
On December 2, 2019, Danaher Corporation ("Danaher") sent a notice (the
"Blackout Notice") to its executive officers and directors who are subject to
Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"),
informing them that, in connection with Danaher's offer (the "Offer") to
exchange up to 127,868,000 shares of common stock of Envista Holdings
Corporation ("Envista Stock") which are owned by Danaher for outstanding shares
of common stock of Danaher ("Danaher Stock"), certain changes will occur to the
Danaher Stock fund (the "Danaher Stock Fund") held in each of (i) the Danaher
Corporation & Subsidiaries Savings Plan, (ii) the Danaher Corporation &
Subsidiaries Retirement & Savings Plan and (iii) the Danaher Corporation &
Subsidiaries Puerto Rico Savings Plan (collectively, the "Plans"). As a result
of these changes, participants in the Plans and their beneficiaries may be
temporarily unable to exercise certain rights otherwise available under the
Plans (the "blackout"). A blackout will be imposed if fifty percent (50%) or
more of the participants or beneficiaries in the Plans direct the trustee for
the applicable Plan (or its designated agent) to exchange in the Offer some or
all of the Danaher Stock held in the Danaher Stock Fund attributable to their
Plan accounts.
On November 25, 2019, the administrator of the Plans delivered to Danaher a
notice pursuant to Section 101(i)(2)(E) of the Employee Retirement Income
Security Act of 1974, as amended, regarding the restrictions relating to the
Danaher Stock held by the Plans.
Section 306(a) of the Sarbanes-Oxley Act of 2002 and Regulation BTR (i.e., the
Blackout Trading Restriction), promulgated by the U.S. Securities and Exchange
Commission, generally imposes certain restrictions on trading in company
securities by directors and executive officers in the event that fifty percent
(50%) or more of an issuer's plan participants are so restricted.
The blackout for the Danaher Stock Fund (if it occurs) is expected to begin on
December 10, 2019 at 4:00 p.m. Eastern Daylight Time and to continue through the
week ending on January 4, 2020 (assuming no extension of the Offer).
During the blackout (if it occurs), subject to certain limited exemptions,
directors and Section 16 officers will be prohibited from directly or indirectly
purchasing, selling, acquiring or transferring any Danaher Stock or derivative
security with respect to Danaher Stock acquired in connection with their service
or employment as a director or Section 16 officer of Danaher, except that
directors and Section 16 officers will have the opportunity to exchange Danaher
Stock in the Offer.
Attached hereto as Exhibit 99.1 and incorporated by reference is a copy of the
Blackout Notice.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)   Exhibits.
Exhibit No.  Description
               Blackout Notice, dated December 2, 2019, provided to all executive
99.1         officers and directors of Danaher
104          Cover Page Interactive Data File (formatted as inline XBRL)

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