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 12, 2026
THERMO FISHER SCIENTIFIC INC.
(Exact name of Registrant as specified in its Charter)
| Delaware | 1-8002 | 04-2209186 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
168 Third Avenue
Waltham, Massachusetts 02451
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (781) 622-1000
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 (see General Instruction A.2. below):
| ☐ | 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(s) | Name of each exchange on which registered | ||
| Common Stock, $1.00 par value | TMO | New York Stock Exchange | ||
| 3.200% Notes due 2026 | TMO 26B | New York Stock Exchange | ||
| 1.400% Notes due 2026 | TMO 26A | New York Stock Exchange | ||
| 1.450% Notes due 2027 | TMO 27 | New York Stock Exchange | ||
| 1.750% Notes due 2027 | TMO 27B | New York Stock Exchange | ||
| Floating Rate Senior Notes due 2027 | TMO 27D | New York Stock Exchange | ||
| 0.500% Notes due 2028 | TMO 28A | New York Stock Exchange | ||
| 1.375% Notes due 2028 | TMO 28 | New York Stock Exchange | ||
| 1.950% Notes due 2029 | TMO 29 | New York Stock Exchange | ||
| 0.875% Notes due 2031 | TMO 31 | New York Stock Exchange | ||
| 2.375% Notes due 2032 | TMO 32 | New York Stock Exchange | ||
| 3.650% Notes due 2034 | TMO 34 | New York Stock Exchange | ||
| 3.628% Senior Notes due 2035 | TMO 35A | New York Stock Exchange | ||
| 2.875% Notes due 2037 | TMO 37 | New York Stock Exchange | ||
| 1.500% Notes due 2039 | TMO 39 | New York Stock Exchange | ||
| 1.875% Notes due 2049 | TMO 49 | 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. |
Each of Michel Lagarde and Frederick M. Lowery have notified Thermo Fisher Scientific Inc. (the “Company”) of their decisions to leave the Company to pursue other opportunities. Mr. Lagarde, who has served as Executive Vice President and Chief Operating Officer of the Company since 2021 will depart on March 31, 2026, and Mr. Lowery, who has served as an Executive Vice President of the Company since 2024 will depart on February 28, 2026.
Effective March 1, 2026, Thermo Fisher Scientific will update its organizational structure and leadership team. Marc N. Casper will become Chairman and Chief Executive Officer. Gianluca Pettiti, currently an Executive Vice President, will be promoted and transition to the role of President and Chief Operating Officer. Also, as of that date, Michael Shafer, currently an Executive Vice President, will be promoted to an expanded role and will report directly to the Chief Executive Officer.
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SIGNATURE
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.
| THERMO FISHER SCIENTIFIC INC. | |||
| Date: | January 12, 2026 | By: | /s/ Thomas B. Shropshire |
| Thomas B. Shropshire | |||
| Senior Vice President and General Counsel | |||
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