mtd-20260116
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): | January 16, 2026 | ||||
Mettler-Toledo International Inc
(Exact name of registrant as specified in its charter)
| Delaware | File No. | 001-13595 | 13-3668641 | ||||||||||||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||||||||
1900 Polaris Parkway | ||||||||||||||
Columbus | OH | |||||||||||||
and Im Langacher, P.O. Box MT-100 CH Greifensee, Switzerland | 43240 | and 8606 | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
Registrant’s telephone number, including area code: 1-614-438-4511 and +41-44-944-22-11
| (Former name or former address, if changed since last report.) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||||
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||||
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||||
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||
| Common Stock, $0.01 par value | MTD | New York Stock Exchange | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 16, 2026, the Board of Directors of Mettler-Toledo International Inc. (the "Company") appointed Michael J. Tokich as a director of the Company, effective February 5, 2026, and determined Mr. Tokich qualifies as an "independent director" for purposes of the New York Stock Exchange listing standards. The Board of Directors has not yet determined on which Board committees, if any, Mr. Tokich will serve. In connection with the appointment, the Board of Directors resolved to increase its size from nine directors to ten directors, effective February 5, 2026.
Mr. Tokich’s compensation for his services as a director will be consistent with that of the Company's other independent directors, as described in the Company's definitive proxy statement filed with the Securities Exchange Commission on March 17, 2025. There are no arrangements or understandings between Mr. Tokich and any other persons pursuant to which Mr. Tokich was selected as a director, and there are no transactions in which Mr. Tokich has an interest requiring disclosure under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On January 20, 2026, the Company issued a press release announcing Mr. Tokich’s appointment. A copy of the press release is furnished hereto as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document).* | ||||
| *Submitted electronically with this Report in accordance with the provisions of Regulation S-T. | |||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| METTLER-TOLEDO INTERNATIONAL INC. | ||||||||
| Date: January 20, 2026 | By: | /s/ Michelle M. Roe | ||||||
| Michelle M. Roe | ||||||||
| Chief Legal Officer | ||||||||