Sec Form 4 Filing - Lalor Angela S @ DANAHER CORP /DE/ - 2020-02-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Lalor Angela S 2. Issuer Name and Ticker or Trading Symbol DANAHER CORP /DE/ [ DHR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Human Resources (Last) (First) (Middle) 2200 PENNSYLVANIA AVENUE, NW, SUITE 800W 3. Date of Earliest Transaction (MM/DD/YY) 02/01/2020 (Street) WASHINGTON, DC20037 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/03/2020 M 18,267 A $ 46.13 56,782 D Common Stock 02/03/2020 S 18,267 D $ 161.485 ( 1 ) 38,515 D Common Stock 02/03/2020 F 3,987 ( 3 ) D $ 161 34,528 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (Right to Buy) $ 46.13 02/03/2020 M 18,267 ( 2 ) 02/21/2023 Common Stock 18,267 $ 0 0 D Danaher deferred contribution programs - Danaher Stock Fund ( 4 ) $ 0 ( 5 ) 02/01/2020 A 897.797 ( 6 ) ( 6 ) Common Stock 897.797 ( 4 ) $ 160.87 ( 4 ) 13,682.134 ( 4 ) ( 7 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lalor Angela S 2200 PENNSYLVANIA AVENUE, NW SUITE 800W WASHINGTON, DC20037 SVP, Human Resources Signatures James F. O'Reilly, attorney-in-fact for Angela S. Lalor 02/04/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $161.44 to $161.59, inclusive. The reporting person undertakes to provide to Danaher Corporation, any securityholder of Danaher Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes to this Form 4. ( 2 )One-third of the reported stock options became exercisable on each of the third, fourth and fifth anniversaries of the grant date, which was February 21, 2013. ( 3 )This transaction relates to the withholding of certain shares for tax purposes in connection with the distribution of performance-based restricted stock units. ( 4 )Represents the Company's annual contribution to the Danaher stock fund (the "ECP Stock Fund") in the reporting person's Excess Contribution Program (the "ECP") account. The Company contributions are deemed to be invested in a number of unfunded, notional shares of Danaher common stock, calculated by dividing the contribution amount by the closing price of Danaher common stock as reported on the NYSE as of the first day of the year in which the contribution is made. The price shown in Table II, Column 8 is the closing price per share of Danaher common stock as reported on the NYSE on the date the contribution was actually made (or the closing price for the immediately preceding business day, if such date is not a business day). ( 5 )The notional shares convert on a one-for-one basis. ( 6 )Company contributions to the ECP consist of matching contributions (based on amounts the reporting person voluntary defers into the Danaher Deferred Compensation Plan) and non-elective contributions. A participant vests in the matching contribution in the ECP made each year on the first anniversary after it is credited to the participant's account. A participant vests in the non-elective contribution in the ECP made each year on the later of the first anniversary after it is credited to the participant's account, or the date the participant has completed three years of service with Danaher. ( 7 )Consists of unfunded, notional shares of Danaher common stock in the Danaher stock fund of the reporting person's (1) ECP account, and (2) Executive Deferred Incentive Program account.

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