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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Lee Yongsam
2. Issuer Name and Ticker or Trading Symbol

MASIMO CORP [ MASI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP, CIO
(Last)          (First)          (Middle)

C/O MASIMO CORPORATION, 52 DISCOVERY
3. Date of Earliest Transaction (MM/DD/YYYY)

4/13/2020
(Street)

IRVINE, CA 92618
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 4/13/2020  M  10000 A$28.03 85000 D  
Common Stock 4/13/2020  S(1)  10000 D$180 75000 D  
Common Stock 4/14/2020  M  6000 A$31.01 81000 D  
Common Stock 4/14/2020  S(1)  6000 D$185.0192 (2)75000 D  
Common Stock 4/14/2020  M  4000 A$37.84 79000 D  
Common Stock 4/14/2020  S(1)  4000 D$185.0024 (3)75000 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (Right to Buy) $28.03 4/13/2020  M     10000  2/18/2015 (4)2/18/2024 Common Stock 10000.0 $28.03 0 D  
Non-Qualified Stock Option (Right to Buy) $31.01 4/14/2020  M     6000  3/20/2016 (5)3/20/2025 Common Stock 6000.0 $31.01 0 D  
Non-Qualified Stock Option (Right to Buy) $37.84 4/14/2020  M     4000  3/1/2017 (6)3/1/2026 Common Stock 4000.0 $37.84 26000 D  

Explanation of Responses:
(1) The shares covered by this Form 4 were exercised and sold pursuant to a Rule 10b5-1 Sales Plan dated as of March 10, 2020, which is intended to comply with Rule 10b5-1 promulgated under the Securities Exchange Act of 1934, as amended.
(2) The price reported in Column 4 represents the weighted average sale price per share. The actual sale prices ranged from a low of $185.00 per share to a high of $185.27 per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(3) The price reported in Column 4 represents the weighted average sale price per share. The actual sale prices ranged from a low of $185.00 per share to a high of $185.06 per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
(4) This option was granted on February 18, 2014 and is exercisable as the option vests. This option vested over a five year period, with 20% of the shares subject to the option vesting on each anniversary of the grant date.
(5) This option was granted on March 20, 2015 and is exercisable as the option vests. This option vested over a five year period, with 20% of the shares subject to the option vesting on each anniversary of the grant date.
(6) This option was granted on February 29, 2016 and is exercisable as the option vests. The option vests over a five year period, with 20% of the shares subject to the option vesting on each anniversary of the grant date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Lee Yongsam
C/O MASIMO CORPORATION
52 DISCOVERY
IRVINE, CA 92618


EVP, CIO

Signatures
/s/ David J. Van Ramshorst, Attorney-In-Fact4/15/2020
**Signature of Reporting PersonDate

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