-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ISVtZ+/BD+X0NeOH/M3BQqxPp6iqId4dLY/OqAIDGOj7igL7x/JE0/GXBrVff1NV 9Oefc93TDaK+GuMKeBa/UQ== 0001245543-03-000001.txt : 20030715 0001245543-03-000001.hdr.sgml : 20030715 20030709183935 ACCESSION NUMBER: 0001245543-03-000001 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030612 FILED AS OF DATE: 20030618 DATE AS OF CHANGE: 20030715 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOLES DONALD E CENTRAL INDEX KEY: 0001245543 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08089 FILM NUMBER: 03780867 BUSINESS ADDRESS: STREET 1: 2099 PENNSYLVANIA AVENUE NW CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 2028280850 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DANAHER CORP /DE/ CENTRAL INDEX KEY: 0000313616 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 591995548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2099 PENNSYLVANIA AVE N.W., 12TH FLOOR CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 2028280850 MAIL ADDRESS: STREET 1: 2099 PENNSYLVANIA AVE. N.W., 12TH FLOOR CITY: WASHINGTON STATE: DC ZIP: 20006 FORMER COMPANY: FORMER CONFORMED NAME: DMG INC DATE OF NAME CHANGE: 19850221 3 1 edgar.xml PRIMARY DOCUMENT X0101 32003-06-12 0 0000313616 DANAHER CORP /DE/ DHR 0001245543 DOLES DONALD E 0100VP - Danaher Business SystemCommon Stock510.6I401(k) accountEmployee stock option (right to buy)45.3751988-08-082008-12-01Common Stock300DEmployee stock option (right to buy)60.3751988-08-082009-07-20Common Stock2500DEmployee stock opti on (right to buy)68.31251988-08-082010-12-05Common Stock3000DEmployee stock option (right to buy)45.851988-08-082011-09-21Common Stock3000DEmployee stock option (right to buy)60.921988-08-082012-07-16Common Stock2900DEmployee stock option (right to buy)61.271988-08-082012-12-03Common Stock5500DExecutive Deferred Income Plan -- Danaher Stock Fund 01988-08-081988-08-08Common Stoc k3028.2DThe number of shares of common stock reported is equal to (a) the reporting person's balance, as of June 16, 2003, in the Danaher stock fund included in the reporting person's Danaher 401(k) account (the "401(k) Stock Fund"), divided by (b) the closing price of Danaher common stock as reported on the New York Stock Exchange on June 16, 2003. The 401(k) Stock Fund is comprised of a unitized pool of Danaher common stock and cash, and as such does not allocate a specific number of shares of Danaher common stock to each participant.Twenty percent of the options granted become exercisable on each of the first five anniversarie s of the grant date. Each option expires on the tenth anniversary of the grant date.The reporting person immediately vests in 100% of each voluntary contribution to the EDIP Stock Fund. The reporting person vests in 100% of all company contributions to the EDIP Stock Fund upon the reporting person's death, or upon retirement following at least 5 years of service with Danaher and reaching the age of 55, in accordance with the plan. Upon termination of employment, the vested portion of the EDIP Stock Fund is settled in either cash, Danaher common stock or a combination of cash and Danaher common stock, at the reporting person's election. Compensation deferred under the Danaher stock fund included in Danaher's Executive Deferred Income Plan (the "EDIP Stock Fund") is deemed to be invested in a number of unfunded, notional units equal to the number of units which would have been credited if such amounts had been invested in the Danaher stock fund included in Danaher 401(k) plan (the "401(k) Stock Fund"). The notional units in the EDIP Stock Fund appreciate at the same rate of appreciation as the units in the 401(k) Stock Fund. The number of securities described is equal to (a) the reporting person's balance, as of June 16, 2003, in the EDIP Stock Fund, divided by (b) the closing price of Danaher common stock as reported on the New York Stock Exchange on June 16, 2003. Donald E. Doles2003-06-17 EX-24 3 attach_1.txt POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of James Ditkoff and James O'Reilly, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Danaher Corporation(the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of June, 2003. By: /s/ Donald E. Doles Name: Donald E. Doles -----END PRIVACY-ENHANCED MESSAGE-----