What changed in this filing

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Item 9A. Controls and Procedures

2026-02-26 compared with 2025-02-20 · 94 added, 103 removed, 211 unchanged (48% of the section changed)

11 unchanged sentences

Based on this assessment, the company’s management concluded that, as of December 31, 2025, the company’s internal control over financial reporting was effective.

Management’s assessment of the effectiveness of the company’s internal control over financial reporting as of December 31, 2025, excluded our filtration and separation business, which was acquired by the company from Solventum Corporation in September 2025 in a purchase business combination.

Total assets (excluding goodwill and acquisition-related intangible assets) and total revenues of the company’s filtration and separation business represented approximately 1% and 1%, respectively, of the consolidated amounts as of and for the year ended December 31, 2025.

Based upon Securities and Exchange Commission staff guidance, companies are allowed to exclude certain acquisitions from their assessments of internal control over financial reporting during the first year of an acquisition while integrating the acquired companies.

The company’s independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited the effectiveness of the company’s internal control over financial reporting as of December 31, 2025, as stated in their report that appears on page 30 of this Annual Report on Form 10-K.

Other Information

Amendment and Restatement of By-Laws

On February 19, 2025, the Board of Directors of the company amended and restated the company’s By-Laws, effective immediately, in connection with its periodic review of corporate governance matters, including recent developments in Delaware case law.

Among other things, the amendments to the By-laws update the advance notice and proxy access provisions to make certain clarifying and procedural changes.

The foregoing description of the amendments to the By-laws does not purport to be complete and is qualified in its entirety by reference to the full text of the By-laws, as amended and restated, a copy of which is attached as Exhibit 3.4 and incorporated by reference herein.

Director and Officer Trading Arrangements

On December 5, 2024 , Michael A.

Boxer , our senior vice president, general counsel , adopted a trading plan intended to satisfy the conditions under Rule 10b5-1(c) of the Exchange Act.

Boxer’s plan is for the exercise of vested stock options and the associated sale of up to 7,450 shares of company common stock through June 11, 2025.

The foregoing exercises and sales will be made in accordance with the prices and formulas set forth in the plan and such plan terminates on the earlier of the date all the shares under the plan are sold and June 11, 2025 .

On November 20, 2024 , Michael D.

Shafer , an executive vice president , adopted a trading plan intended to satisfy the conditions under Rule 10b5-1(c) of the Exchange Act.

Shafer’s plan is for the sale of up to 2,509 shares of company stock, and the exercise of vested stock options and the associated sale of up to 10,725 shares of company common stock, through December 12, 2025.

During the three months ended December 31, 2025, no director or executive officer of the company adopted , modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as provided below:

Name and Title Action Plan Type Date of adoption of Rule 10b5-1 trading plan Scheduled expiration of Rule 10b5-1 trading plan Aggregate number of securities to be purchased or sold

Casper , CEO, President and Chairman

Adoption 10b5-1 11/11/2025 6/9/2027 137,496

Stephen Williamson , Senior Vice President and CFO

Adoption 10b5-1 11/30/2025 3/4/2026 6,000

Shafer , Executive Vice President

Adoption 10b5-1 12/11/2025 12/16/2026 28,501

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

25 unchanged sentences

1-8002] and incorporated in this document by reference).

3.4 Amended and Restated By-Laws of the Registrant, as amended and effective as of February 19, 2025

3.4 Amended and Restated By-Laws of the Registrant, as amended and effective as of February 19, 2025 (filed as Exhibit 3.4 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2024 [File No.

1-8002] and incorporated in this document by reference).

The Registrant agrees, pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K, to furnish to the Commission, upon request, a copy of each instrument with respect to long-term debt of the Registrant or its consolidated subsidiaries.

33 unchanged sentences

1-8002] and incorporated in this document by reference).

4.16 Twenty-Eighth Supplemental Indenture, dated as of December 5, 2023, between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K December 5, 2023 [File No.

1-8002] and incorporated in this document by reference).

4.17 Twenty-Ninth Supplemental Indenture, dated as of October 7, 2025, between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed October 7, 2025 [File No.

1-8002] and incorporated in this document by reference).

4.18 Indenture, dated as of August 9, 2016, among Thermo Fisher Scientific (Finance I) B.V.

5 unchanged sentences

1-8002] and incorporated in this document by reference).

4.20 Description of the Registrant’s Securities (filed as Exhibit 4.19 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 [File No.

1-8002] and incorporated in this document by reference).

10.1 Thermo Fisher Scientific Inc.

Deferred Compensation Plan for Directors of the Registrant, as amended and restated effective February 21, 2024 .* (filed as Exhibit 10.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023 [File No.

4.21 Fifth Supplemental Indenture, dated as of December 1, 2025, among Thermo Fisher International, as issuer, the Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed December 1, 2025 [File No.

1-8002] and incorporated in this document by reference).

1 unchanged sentence

Exhibit Number Description of Exhibit

10.2 Thermo Electron Corporation Deferred Compensation Plan, effective November 1, 2001 (filed as Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 29, 2001 [File No.

4.22 Description of the Registrant’s Securities (filed as Exhibit 4.19 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 [File No.

1-8002] and incorporated in this document by reference).

10.3 Form of Amended and Restated Indemnification Agreement between the Registrant and its directors and officers (filed as Exhibit 10.2 to the Registrant’s Registration Statement on Form S-4 [Reg.

10.1 Credit Agreement, dated January 7, 2022, among Thermo Fisher Scientific Inc., certain Subsidiaries of Thermo Fisher Scientific Inc.

from time to time party thereto, Bank of America, N.A., as Administrative Agent and each lender from time to time party thereto (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed January 7, 2022 [File No.

1-8002] and incorporated in this document by reference).

10.4 Summary of Thermo Fisher Scientific Inc.

Annual Non-Management Director Compensation (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed February 24, 2022 [File No.

10.2 Form of Amended and Restated Indemnification Agreement between the Registrant and its directors and officers (filed as Exhibit 10.2 to the Registrant’s Registration Statement on Form S-4 [Reg.

333-90661] and incorporated in this document by reference).*

1 unchanged sentence

1-8002] and incorporated in this document by reference).*

10.6 Retirement Plan for Non-Employee Directors of Fisher Scientific International Inc.

(filed as Exhibit 10.12 to Fisher Scientific International Inc.’s Annual Report on Form 10-K for the year ended December 31, 1992 [File No.

1-10920] and incorporated in this document by reference).*

10.7 First Amendment to the Fisher Scientific International Inc.

Retirement Plan for Non-Employee Directors (filed as Exhibit 10.04 to Fisher Scientific International Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 [File No.

10.4 Form of Noncompetition Agreement between the Registrant and certain key employees and executive officers (filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2019 [File No.

1-8002] and incorporated in this document by reference).*

10.8 Amendment to Retirement Plan for Non-Employee Directors of Fisher Scientific International Inc.

(filed as Exhibit 10.02 to Fisher Scientific International Inc.’s Current Report on Form 8-K filed March 7, 2006 [File No.

10.5 Noncompetition Agreement, between Marc N.

Casper and the Registrant, dated November 21, 2009 (filed as Exhibit 10.7 to the Registrant’s Current Report on Form 8-K filed November 25, 2009 [File No.

1-8002] and incorporated in this document by reference).*

10.6 Thermo Fisher Scientific Inc.

Amended and Restated 2005 Deferred Compensation Plan, effective January 1, 2020 (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 27, 2020 [File No.

Executive Severance Policy (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2019 [File No.

1-8002] and incorporated in this document by reference).*

2 unchanged sentences

1-8002] and incorporated in this document by reference).*

10.11 Executive Change In Control Retention Agreement, between Marc N.

Casper and the Registrant, dated November 21, 2009 (filed as Exhibit 10.6 to the Registrant’s Current Report on Form 8-K filed November 25, 2009 [File No.

1-8002] and incorporated in this document by reference).*

10.12 Noncompetition Agreement, between Marc N.

Casper and the Registrant, dated November 21, 2009 (filed as Exhibit 10.7 to the Registrant’s Current Report on Form 8-K filed November 25, 2009 [File No.

1-8002] and incorporated in this document by reference).*

10.8 Amendment No.

6 unchanged sentences

1-8002] and incorporated in this document by reference).*

10.10 Form of Executive Change in Control Retention Agreement for Officers (other than Marc N.

Casper) (filed as Exhibit 10.7 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.11 Executive Change In Control Retention Agreement, between Marc N.

Casper and the Registrant, dated November 21, 2009 (filed as Exhibit 10.6 to the Registrant’s Current Report on Form 8-K filed November 25, 2009 [File No.

1-8002] and incorporated in this document by reference).*

10.12 Amendment No.

6 unchanged sentences

1-8002] and incorporated in this document by reference).*

10.17 Form of Executive Change in Control Retention Agreement for Officers (other than Marc N.

Casper) (filed as Exhibit 10.7 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

10.14 Summary of Thermo Fisher Scientific Inc.

Annual Non-Management Director Compensation (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed February 24, 2022 [File No.

1-8002] and incorporated in this document by reference).*

10.18 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement for Directors (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 2, 2011 [File No.

10.15 Retirement Plan for Non-Employee Directors of Fisher Scientific International Inc.

(filed as Exhibit 10.12 to Fisher Scientific International Inc.’s Annual Report on Form 10-K for the year ended December 31, 1992 [File No.

1-10920] and incorporated in this document by reference).*

10.16 First Amendment to the Fisher Scientific International Inc.

Retirement Plan for Non-Employee Directors (filed as Exhibit 10.04 to Fisher Scientific International Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 [File No.

1-10920] and incorporated in this document by reference).*

10.17 Amendment to Retirement Plan for Non-Employee Directors of Fisher Scientific International Inc.

(filed as Exhibit 10.02 to Fisher Scientific International Inc.’s Current Report on Form 8-K filed March 7, 2006 [File No.

1-10920] and incorporated in this document by reference).*

10.18 Thermo Fisher Scientific Inc.

Amended and Restated 2013 Stock Incentive Plan (filed as Exhibit 99.1 to the Registrant’s Form S-8 filed on May 24, 2023 [File No.

Deferred Compensation Plan for Directors of the Registrant, as amended and restated effective February 21, 2024 (filed as Exhibit 10.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.20 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement for Officers (filed as Exhibit 10.44 to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2016 [File No.

10.19 Thermo Electron Corporation Deferred Compensation Plan, effective November 1, 2001 (filed as Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 29, 2001 [File No.

1-8002] and incorporated in this document by reference).*

10.20 Thermo Fisher Scientific Inc.

1-8002] and incorporated in this document by reference).*

THERMO FISHER SCIENTIFIC INC.

Exhibit Number Description of Exhibit

10.21 Thermo Fisher Scientific Inc.

Deferred Compensation Plan, as amended and restated January 1, 2024 (filed as Exhibit 10.49 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.22 Patheon N.V.

2 unchanged sentences

001-37837] and incorporated in this document by reference).*

THERMO FISHER SCIENTIFIC INC.

Exhibit Number Description of Exhibit

10.23 Amendment to Patheon N.V.

4 unchanged sentences

1-8002] and incorporated in this document by reference).*

10.24 Credit Agreement, dated January 7, 2022, among Thermo Fisher Scientific Inc., certain Subsidiaries of Thermo Fisher Scientific Inc.

1-8002] and incorporated in this document by reference).

10.25 Letter Agreement between the Registrant and Michel Lagarde dated August 28, 2017 (filed as Exhibit 10.39 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 [File No.

1-8002] and incorporated in this document by reference).*

10.26 Option Agreement Under the Patheon N.V.

2016 Omnibus Incentive Plan between Patheon N.V.

and Michel Lagarde dated July 20, 2016 (filed as Exhibit 10.40 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 [File No.

1-8002] and incorporated in this document by reference).*

10.27 Option Agreement Under the Patheon N.V.

2016 Omnibus Incentive Plan between Patheon N.V.

and Michel Lagarde dated March 23, 2017 (filed as Exhibit 10.42 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 [File No.

10.25 PPD, Inc.

2020 Omnibus Incentive Plan (filed as Exhibit 10.38 to PPD Inc.’s Form S-1/A filed January 27, 2020 [File No.

333-235860] and incorporated in this document by reference).*

10.26 Thermo Fisher Scientific Inc.

Executive Severance Policy (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2019 [File No.

1-8002] and incorporated in this document by reference).*

10.29 Form of Noncompetition Agreement between the Registrant and certain key employees and executive officers (filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 29, 2019 [File No.

Amended and Restated 2013 Stock Incentive Plan (filed as Exhibit 99.1 to the Registrant’s Form S-8 filed on May 24, 2023 [File No.

333-272173] and incorporated in this document by reference).*

10.30 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement effective as of February 25, 2020 (filed as Exhibit 10.46 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 [File No.

10.27 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement for Officers (filed as Exhibit 10.44 to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2016 [File No.

1-8002] and incorporated in this document by reference).*

4 unchanged sentences

1-8002] and incorporated in this document by reference).*

10.33 Form of Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

10.30 Amendment to Nonstatutory Stock Option Agreements between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.45 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 [File No.

1-8002] and incorporated in this document by reference).*

10.34 Form of Performance Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.48 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 [File No.

10.31 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement effective as of February 22, 2023 (filed as Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.35 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement (filed as Exhibit 10.49 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 [File No.

10.32 Form of Nonstatutory Stock Option Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 22, 2023 (filed as Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.36 PPD, Inc.

2020 Omnibus Incentive Plan (filed as Exhibit 10.38 to PPD Inc.’s Form S-1/A filed January 27, 2020 [File No.

10.33 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement effective as of February 21, 2024 (filed as Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

1-8002] and incorporated in this document by reference).*

10.37 Amendment to Nonstatutory Stock Option Agreements between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.45 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 [File No.

10.34 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement between Thermo Fisher Scientific Inc.

Casper, effective as of February 21, 2024 (filed as Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

1-8002] and incorporated in this document by reference).*

10.38 Amendment to Restricted Stock Unit Agreements between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.46 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 [File No.

10.35 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement effective as of February 25, 2020 (filed as Exhibit 10.46 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 [File No.

1-8002] and incorporated in this document by reference).*

10.39 Amendment to Performance Restricted Stock Unit Agreements between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.47 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 [File No.

10.36 Form of Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 25, 2020 (filed as Exhibit 10.47 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 [File No.

1-8002] and incorporated in this document by reference).*

10.40 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement effective as of February 22, 2023 (filed as Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

10.37 Amendment to Restricted Stock Unit Agreements between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.46 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 [File No.

1-8002] and incorporated in this document by reference).*

10.41 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement (filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

10.38 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement effective as of February 22, 2023 (filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

THERMO FISHER SCIENTIFIC INC.

Exhibit Number Description of Exhibit

10.42 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

10.39 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement for Directors (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended July 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.43 Form of Nonstatutory Stock Option Agreement between Thermo Fisher Scientific Inc.

10.40 Form of Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 22, 2023 (filed as Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.44 Form of Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

10.41 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement effective as of February 21, 2024 (filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

1-8002] and incorporated in this document by reference).*

10.45 Form of Performance Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

10.42 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement effective as of February 25, 2020 (filed as Exhibit 10.49 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 [File No.

1-8002] and incorporated in this document by reference).*

THERMO FISHER SCIENTIFIC INC.

Deferred Compensation Plan, as amended and restated January 1, 2024 (filed as Exhibit 10.49 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023 [File No.

Exhibit Number Description of Exhibit

10.43 Form of Performance Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 25, 2020 (filed as Exhibit 10.48 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 [File No.

1-8002] and incorporated in this document by reference).*

10.47 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement effective as of February 21, 2024 (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

10.44 Amendment to Performance Restricted Stock Unit Agreements between Thermo Fisher Scientific Inc.

Casper (filed as Exhibit 10.47 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 [File No.

1-8002] and incorporated in this document by reference).*

10.48 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement effective as of February 21, 2024 (filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

10.45 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement effective as of February 22, 2023 (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.49 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement effective as of February 21, 2024 (filed as Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

10.46 Form of Performance Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 22, 2023 (filed as Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 [File No.

1-8002] and incorporated in this document by reference).*

10.50 Form of Thermo Fisher Scientific Inc.’s Performance Nonstatutory Stock Option Agreement effective as of February 21, 2024 (filed as Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

1-8002] and incorporated in this document by reference).*

2 unchanged sentences

1-8002] and incorporated in this document by reference).*

10.52 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement between Thermo Fisher Scientific Inc.

Casper, effective as of February 21, 2024 (filed as Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 [File No.

10.49 Performance Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper effective as of May 21, 2025 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed May 22, 2025 [File No.

1-8002] and incorporated in this document by reference).*

10.51 Form of Thermo Fisher Scientific Inc.’s Performance Nonstatutory Stock Option Agreement between Thermo Fisher Scientific Inc.

1 unchanged sentence

1-8002] and incorporated in this document by reference).*

10.54 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement effective as of February 19, 2025 .*

10.55 Form of Thermo Fisher Scientific Inc.’s Restricted Stock Unit Agreement effective as of February 19, 2025 .*

10.56 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement effective as of February 19, 2025 .*

10.57 Form of Thermo Fisher Scientific Inc.’s Performance Restricted Stock Unit Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 19, 2025 .*

10.58 Form of Thermo Fisher Scientific Inc.’s Nonstatutory Stock Option Agreement between Thermo Fisher Scientific Inc.

Casper effective as of February 19, 2025 .*

19 Thermo Fisher Scientific Inc.

Insider Trading Policy.

Insider Trading Policy (filed as Exhibit 19 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2024 [File No.

1-8002] and incorporated in this document by reference).

21 Subsidiaries of the Registrant .

7 unchanged sentences

1-8002] and incorporated in this document by reference).*

THERMO FISHER SCIENTIFIC INC.

Exhibit Number Description of Exhibit

101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

24 unchanged sentences

/s/ Joseph R.

Holmes James C.

Holmes Karen S.

Vice President and Chief Accounting Officer Director

1 unchanged sentence

/s/ Nelson J.

/s/ Debora L.

Chai Debora L.

Chai James C.

Director Director

Chandy Scott M.

/s/ Debora L.

Chandy Debora L.

Director Director

Martin Harris By:

Martin Harris Dion J.

Martin Harris Scott M.

Director Director

Jacks Dion J.

Director Director

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures