NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON APRIL 27, 2007
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TOCKHOLDERS
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I
NTUITIVE
S
URGICAL
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NC
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NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders of Intuitive Surgical, Inc. will be held at The Grand Hotel, 865 W. El Camino Real,
Sunnyvale, California 94086 on Friday, April 27, 2007, at 3:00 p.m., Pacific time, for the following purposes:
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to elect three Class I members of the Board of Directors to serve until the 2010 annual meeting of stockholders; and
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to transact any other business which is properly brought before the meeting or any adjournment or postponement thereof.
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Please refer to the attached proxy statement, which forms a part of this
Notice and is incorporated herein by reference, for further information with respect to the business to be transacted at the annual meeting.
Stockholders of record at the close of business on February 28, 2007 are entitled to notice of, and to vote at, the annual meeting or any adjournment
or postponement thereof. The Board of Directors of Intuitive Surgical unanimously recommends that you vote
FOR
the nominees to the Board of Directors listed in Proposal No. 1 in the attached proxy statement.
The presence, in person or by proxy, of shares of Intuitive Surgical common
stock representing a majority of shares of Intuitive Surgical common stock issued and outstanding on the record date will be required to establish a quorum at the annual meeting. The candidates for director receiving the highest number of votes, up
to the number of directors to be elected, will be elected to Intuitive Surgicals Board of Directors.
Your vote is important. Please sign, date and return the enclosed proxy card as soon as possible to make sure that your shares are represented at the
annual meeting. If you are a stockholder of record of Intuitive Surgical common stock, you also may cast your vote in person at the annual meeting. If your shares are held in an account at a brokerage firm or bank, you should instruct it on how to
vote your shares.
By Order of the Board of
Directors
/s/ Lonnie M. Smith
Lonnie M. Smith
President, Chief Executive Officer and
Chairman of the Board
Sunnyvale, California
March 2, 2007
Please note
that attendance at the annual meeting will be limited to stockholders as of the record date, or their authorized representatives, and guests of Intuitive Surgical.
INTUITIVE SURGICAL, INC.