What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-07-31 compared with 2026-05-01 · 150 added, 77 removed, 218 unchanged (51% of the section changed)

22 unchanged sentences

The company’s operations fall into four segments (Note 11):

Life Sciences Solutions, Analytical Instruments, Specialty Diagnostics, and Laboratory Products and Biopharma Services.

Life Sciences Solutions;

Analytical Instruments;

Specialty Diagnostics;

and Laboratory Products and Biopharma Services.

THERMO FISHER SCIENTIFIC INC.

Consolidated Results

Three months ended

March 28, March 29,

(Dollars in millions except per share amounts) 2026 2025 Change

Three months ended Six months ended

June 27, June 28, June 27, June 28,

(Dollars in millions except per share amounts) 2026 2025 Change 2026 2025 Change

$ 11,994 $ 10,855 10 % $ 22,999 $ 21,219 8 %

GAAP operating income 2,087 1,834 14 % 3,950 3,551 11 %

GAAP operating income margin 16.9 % 16.6 % 0.3 pt

GAAP operating income margin 17.4 % 16.9 % 0.5 pt 17.2 % 16.7 % 0.5 pt

Adjusted operating income (non-GAAP measure)

1 unchanged sentence

Adjusted operating income margin (non-GAAP measure)

21.8 % 21.9 % (0.1) pt

22.8 % 21.9 % 0.9 pt 22.3 % 21.9 % 0.4 pt

GAAP diluted earnings per share attributable to Thermo Fisher Scientific Inc.

2 unchanged sentences

6.03 5.36 13 % 11.47 10.51 9 %

THERMO FISHER SCIENTIFIC INC.

Organic Revenue Growth

Three months ended

March 28, 2026

Three months ended Six months ended

June 27, 2026 June 27, 2026

Revenue growth 10 % 8 %

2 unchanged sentences

Organic revenue growth (non-GAAP measure)

During the first three months of 2026, revenue growth was strong in the pharma and biotech market, with performance driven by strengthening underlying market conditions.

Revenues in the academic and government market declined, driven by muted macro conditions in the U.S.

Revenue to customers in the industrial and applied market was flat.

Revenue to customers in the diagnostics and healthcare market declined.

During the first three months of 2026, sales grew slightly in North America and were flat in Europe and Asia-Pacific, with China declining slightly.

The first quarter of 2026 was also impacted by one fewer selling day than the first quarter of 2025.

Contributions to organic revenue during the first three months of 2026 were led by the Laboratory Products and Biopharma Services segment and, to a lesser extent, the Life Sciences Solutions segment, offset in part by declines in the Analytical Instruments and Specialty Diagnostics segments.

During the second quarter of 2026, customer activity continued to strengthen across our end markets.

Revenue growth was strong in the pharma and biotech market, with performance driven by strengthening underlying market conditions.

Revenues in the academic and government market grew, and growth in the industrial and applied market was strong, both driven by customer demand for our innovative high-end instruments.

Revenue to customers in the diagnostics and healthcare market was also strong.

During the second quarter of 2026, sales increased across all major geographies.

Revenue growth was strong in Europe and Asia-Pacific, including China.

Contributions to organic revenue during the second quarter of 2026 were led by the Laboratory Products and Biopharma Services segment and the Analytical Instruments segment.

During the first six months of 2026, revenue growth in the pharma and biotech market was strong, with performance driven by strengthening underlying market conditions.

Revenues to customers in the industrial and applied market increased, driven by customer demand for our innovative high-end instruments.

Revenues in the academic and government as well as the diagnostics and healthcare market were flat.

During the first six months of 2026, sales grew in North America and Asia-Pacific, including China.

Revenue growth in Europe was strong.

Contributions to organic revenue during the first six months of 2026 were led by the Laboratory Products and Biopharma Services segment.

The company continues to execute its proven growth strategy which consists of three pillars:

• High-impact innovation;

• Our trusted partner status with customers, and

• Our trusted partner status with customers;

• Our unparalleled commercial engine.

GAAP operating income margin and adjusted operating income margin decreased in the first quarter of 2026 due primarily to unfavorable business mix, strategic investments, and the impact of tariffs and related foreign currency effects, largely offset by very strong productivity improvements.

The aforementioned decrease in GAAP operating income margin in the first quarter of 2026 was more than offset by lower levels of restructuring and other charges incurred for headcount reductions and facility consolidations in an effort to streamline operations (Note 6).

GAAP operating income margin and adjusted operating income margin increased in the second quarter of 2026 due primarily to strong productivity improvements, offset in part by unfavorable business mix.

GAAP operating income margin and adjusted operating income margin increased in the first six months of 2026 due primarily to very strong productivity improvements, offset in part by unfavorable business mix and strategic investments.

The company’s references to strategic investments generally refer to targeted spending for enhancing commercial capabilities, including expansion of geographic sales reach and e-commerce platforms, marketing initiatives, expanded service and operational infrastructure, research and development projects and other expenditures to enhance the customer experience, as well as incentive compensation and recognition for employees.

1 unchanged sentence

The benefits of PPI include optimized price realization, reduced costs resulting from implementing continuous improvement methodologies, global sourcing initiatives, a lower cost structure following restructuring actions including headcount reductions and consolidation of facilities, and low cost region manufacturing.

THERMO FISHER SCIENTIFIC INC.

Notable Recent Acquisitions

On March 24, 2026, the company acquired, within the Laboratory Products and Biopharma Services segment, Clario Holdings, Inc., a U.S.-based leading provider of endpoint data solutions for clinical trials.

The acquisition expands the segment’s portfolio with the addition of highly complementary clinical research offerings, enabling customers to gain critical insights from patient data to improve decision-making, accelerate innovation and drive greater productivity.

The acquisition expands the segment’s portfolio with the addition of highly complementary clinical research offerings, enabling customers to gain critical insights from clinical data to improve decision-making, accelerate innovation and drive greater productivity.

On September 1, 2025, the company acquired, within the Life Sciences Solutions segment, our filtration and separation business, a leading provider of purification and filtration technologies used in the production of biologics as well as in medical technologies and industrial applications, from Solventum Corporation.

4 unchanged sentences

Accordingly, the following segment data are reported on this basis.

THERMO FISHER SCIENTIFIC INC.

Three months ended

(Dollars in millions) March 28, 2026 March 29, 2025

Three months ended Six months ended

(Dollars in millions) June 27, 2026 June 28, 2025 June 27, 2026 June 28, 2025

Life Sciences Solutions

1 unchanged sentence

Analytical Instruments

1,847 1,728 3,563 3,446

Specialty Diagnostics

1,205 1,134 2,346 2,282

Laboratory Products and Biopharma Services

6,693 5,995 12,729 11,635

(565) (501) (1,089) (983)

Consolidated revenues

2 unchanged sentences

Three months ended Organic (non-GAAP measure)

(Dollars in millions) March 28,

2026 March 29,

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

2 unchanged sentences

Segment income margin 37.0 % 36.8 % 0.2 pt

The increase in organic revenues in the first quarter of 2026 was primarily driven by the bioproduction business.

The increase in organic revenues in the second quarter of 2026 was primarily driven by the bioproduction business.

On a reported basis, the bioproduction business grew $196 million, which contributed 8 percentage points of reported growth in the segment, driven by higher demand from pharma and biotech customers, as well as the impact from the 2025 acquisition of the filtration and separation business.

The increase in segment income margin resulted primarily from exceptionally strong productivity improvements, offset in part by unfavorable business mix, and the impact from the acquisition of the filtration and separation business.

The increase in segment income margin resulted primarily from very strong productivity improvements, offset in part by the impact from the acquisition of the filtration and separation business and unfavorable business mix.

Six months ended Organic (non-GAAP measure)

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

Revenues $ 5,450 $ 4,840 13 % 9 % 2 % 2 %

Segment income 1,994 1,753 14 %

Segment income margin 36.6 % 36.2 % 0.4 pt

The increase in organic revenues in the first six months of 2026 was driven by the bioproduction business, partially offset by declines in the biosciences business.

On a reported basis, the bioproduction business grew $417 million, driven by higher demand from pharma and biotech customers, as well as the impact from the 2025 acquisition of the filtration and separation business.

The increase in segment income margin resulted primarily from exceptionally strong productivity improvements, partially offset by the impact from the filtration and separation business acquisition and unfavorable business mix.

THERMO FISHER SCIENTIFIC INC.

Analytical Instruments

Three months ended Organic (non-GAAP measure)

(Dollars in millions) March 28,

2026 March 29,

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

2 unchanged sentences

Segment income margin 23.0 % 18.8 % 4.2 pt

The decrease in organic revenues in the first quarter of 2026 was driven by muted demand for instruments from academic and government customers in the U.S.

On a reported basis, the electron microscopy business declined $27 million, largely offset by $26 million of growth in the chromatography and mass spectrometry business.

The decrease in segment income margin was driven by the impacts of tariffs and related foreign exchange, unfavorable business mix, and lower volume, partially offset by productivity improvements.

The increase in organic revenues in the second quarter of 2026 was driven by growth across all three of the segment’s businesses, led by the electron microscopy business.

On a reported basis, the electron microscopy, chromatography and mass spectrometry, and chemical analysis businesses increased $55 million, $37 million, and $26 million, respectively.

The increase in segment income margin was driven by very strong productivity improvements, favorable volume leverage, and the favorable impact of foreign exchange.

Six months ended Organic (non-GAAP measure)

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

Revenues $ 3,563 $ 3,446 3 % 0 % 1 % 2 %

Segment income 779 724 8 %

Segment income margin 21.9 % 21.0 % 0.9 pt

The increase in organic revenues in the first six months of 2026 was primarily due to growth in the chromatography and mass spectrometry business.

On a reported basis, the chromatography and mass spectrometry business grew $63 million, which contributed 2 percentage points of reported growth in the segment.

The increase in segment income margin was primarily driven by productivity improvements.

Specialty Diagnostics

Three months ended Organic (non-GAAP measure)

(Dollars in millions) March 28,

2026 March 29,

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

2 unchanged sentences

Segment income margin 27.7 % 27.0 % 0.7 pt

The decrease in organic revenues in the first quarter of 2026 was driven by the impact of one fewer selling day in the current year quarter, and strong performance in the prior year quarter.

On a reported basis, the healthcare market channel declined $43 million, partially offset by growth across the diagnostics businesses.

The increase in segment income margin was driven by strong productivity and favorable impacts of foreign exchange, offset in part by unfavorable volume leverage.

The increase in organic revenues in the second quarter of 2026 was primarily driven by growth in the healthcare market channel and immunodiagnostics business.

On a reported basis, the healthcare market channel, clinical diagnostics business, and immunodiagnostics business increased $36 million, $14 million, and $14 million, respectively.

The increase in segment income margin was driven by favorable volume leverage and strong productivity, offset in part by unfavorable business mix.

Six months ended Organic (non-GAAP measure)

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

Revenues $ 2,346 $ 2,282 3 % 0 % 2 % 1 %

Segment income 646 610 6 %

Segment income margin 27.6 % 26.7 % 0.9 pt

The increase in organic revenues in the first six months of 2026 was principally driven by growth in the transplant diagnostics business and the immunodiagnostics business.

On a reported basis, the immunodiagnostics business grew $26 million, and the clinical diagnostics business grew $22 million, which were the principal drivers of reported revenue growth in the segment.

The increase in segment income margin was primarily due to strong productivity improvements.

THERMO FISHER SCIENTIFIC INC.

1 unchanged sentence

Three months ended Organic (non-GAAP measure)

(Dollars in millions) March 28,

2026 March 29,

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

2 unchanged sentences

Segment income margin 14.0 % 13.8 % 0.2 pt

The increase in organic revenues in the first quarter of 2026 was primarily due to strong growth in the clinical research business and the research and safety market channel.

On a reported basis, the clinical research business, pharma services business, and the research and safety market channel grew $189 million, $134 million, and $100 million, respectively, which contributed 3 percentage points, 2 percentage points, and 2 percentage points, respectively, of reported growth in the segment.

The decrease in segment income margin was driven by unfavorable business mix, strategic investments and unfavorable impacts of foreign exchange, largely offset by very strong productivity improvements.

The increase in organic revenues in the second quarter of 2026 was primarily due to growth in the research and safety market channel and the clinical research business.

On a reported basis, the clinical research business grew $441 million, which contributed 7 percentage points of reported growth in the segment, primarily driven by the impact of the Clario acquisition.

The research and safety market channel and pharma services business grew $153 million and $99 million, respectively, which contributed 3 percentage points and 2 percentage points, respectively, of reported growth in the segment.

The increase in segment income margin was driven by strong productivity improvements and the impact of acquisitions, partially offset by unfavorable business mix and strategic investments.

Six months ended Organic (non-GAAP measure)

(Dollars in millions) June 27,

2026 June 28,

Change Acquisitions/ Divestitures Currency

Revenues $ 12,729 $ 11,635 9 % 4 % 1 % 5 %

Segment income 1,714 1,557 10 %

Segment income margin 13.5 % 13.4 % 0.1 pt

The increase in organic revenues in the first six months of 2026 was primarily due to growth in the clinical research business and research and safety market channel.

On a reported basis, the clinical research business grew $630 million, which contributed 5 percentage points of reported growth in the segment, primarily driven by the impact of the Clario acquisition.

The research and safety market channel and pharma services business grew $252 million and $233 million, respectively, which each contributed 2 percentage points of reported growth in the segment.

The increase in segment income margin was primarily due to very strong productivity improvements and the impact of acquisitions, largely offset by unfavorable business mix and strategic investments.

Non-operating Items

Three months ended

March 28, March 29,

Three months ended Six months ended

June 27, June 28, June 27, June 28,

(Dollars and shares in millions) 2026 2025 2026 2025

Net interest expense

$ 194 $ 107 $ 314 $ 206

GAAP other income/(expense) 31 (19) 22 (16)

Adjusted other income/(expense) (non-GAAP measure)

— (14) (7) (12)

GAAP tax rate 8.7 % 5.4 % 6.5 % 5.6 %

2 unchanged sentences

Weighted average diluted shares 371 378 372 378

Net interest expense (interest expense less interest income) in the first three months of 2026 increased due primarily to the increase in debt for general corporate purposes and the company’s capital deployment initiatives, which included financing stock buybacks, paying dividends, and acquiring Clario (Note 12), partially offset by higher average cash, cash equivalents and short-term investments balances when compared to the first three months of 2025.

In the first three months of 2026 and 2025, the company’s net interest expense was reduced by approximately $96 million and $67 million, respectively, as a result of its interest rate swap and cross-currency interest rate swap arrangements (Note 10).

GAAP other income/(expense) and adjusted other income/(expense) includes currency transaction gains/losses on non-operating monetary assets and liabilities, and net periodic pension benefit cost/income, excluding the service cost component.

GAAP other income/(expense) in the first three months of 2026 and 2025 also includes $(1) million and $1 million, respectively, of net gains/(losses) on investments.

The company’s GAAP and adjusted tax rates in the first quarter of 2026 and 2025 were impacted by $175 million and $125 million, respectively, of deferred tax benefits from the recognition of a tax attribute related to domestication transactions (Note 7).

Net interest expense (interest expense less interest income) in the second quarter and first six months of 2026 increased, due primarily to the increase in debt for general corporate purposes and the company’s capital deployment initiatives, which included financing stock buybacks, paying dividends, and acquiring Clario (Note 12).

In the second quarter and first six months of 2026, the company’s net interest expense was reduced by approximately $98 million and $194 million, respectively, as a result of its interest rate swap and cross-currency interest rate swap arrangements.

In the second quarter and first six months of 2025, the company’s net interest expense was reduced by approximately $66 million and $133 million, respectively, as a result of its interest rate swap and cross-currency interest rate swap arrangements (Note 10).

GAAP other income/(expense) and adjusted other income/(expense) include currency transaction gains/losses on non-operating monetary assets and liabilities, and net periodic pension benefit cost/income, excluding the service cost component.

GAAP other income/(expense) in the first six months of 2026 and 2025 also includes $23 million and $2 million, respectively, of net gains/(losses) on investments.

GAAP other income/(expense) in the second quarter of 2026 also includes $6 million of business interruption recoveries.

GAAP other income/(expense) in the second quarter of 2025 also includes $5 million of charges for settlement of pension plans.

THERMO FISHER SCIENTIFIC INC.

The company’s GAAP and adjusted tax rates in the first six months of 2026 were impacted by a $175 million deferred tax benefit resulting from the recognition of tax attributes related to domestication transactions and a deferred tax benefit of $148 million in jurisdictions where the deferred tax assets are now expected to be realized due to forecasted income.

The company’s GAAP and adjusted tax rates in the first six months of 2025 were impacted by a $125 million deferred tax benefit resulting from the recognition of a tax attribute related to a domestication transaction, a deferred tax benefit of $153 million related to capital losses generated as part of intra-entity transactions and a $93 million benefit in jurisdictions where the deferred tax assets are now expected to be realized due to forecasted income (Note 7).

The effective tax rates in both 2026 and 2025 were also affected by relatively significant earnings in lower tax jurisdictions.

11 unchanged sentences

Weighted average diluted shares decreased in 2026 compared to 2025, primarily due to share repurchases, net of option dilution.

THERMO FISHER SCIENTIFIC INC.

Liquidity and Capital Resources

1 unchanged sentence

The company deploys its capital primarily via mergers and acquisitions and secondarily via share buybacks and dividends.

(In millions) March 28, 2026 December 31, 2025

(In millions) June 27, 2026 December 31, 2025

Cash and cash equivalents $ 4,064 $ 9,852

10 unchanged sentences

The company believes that its existing cash and cash equivalents and its future cash flow from operations together with available borrowing capacity under its revolving credit agreement will be sufficient to meet the cash requirements of its existing businesses for the foreseeable future, including at least the next 24 months.

As of March 28, 2026, the company’s short-term obligations and current maturities of long-term obligations totaled $3.09 billion.

As of June 27, 2026, the company’s short-term obligations and current maturities of long-term obligations totaled $3.37 billion.

During the first quarter of 2026, the company amended its revolving credit facility with a bank group that provides up to $5.00 billion of unsecured multi-currency revolving credit to extend the expiration date by one year to January 7, 2028 (Note 3).

If the company borrows under this facility, it intends to leave undrawn an amount equivalent to outstanding commercial paper to provide a source of funds in the event that commercial paper markets are not available.

As of March 28, 2026, no borrowings were outstanding under the company’s revolving credit facility.

Three months ended

(In millions) March 28, 2026 March 29, 2025

As of June 27, 2026, no borrowings were outstanding under the company’s revolving credit facility.

THERMO FISHER SCIENTIFIC INC.

Six months ended

(In millions) June 27, 2026 June 28, 2025

Net cash provided by operating activities

2 unchanged sentences

(8,797) (815)

Net cash provided by (used in) financing activities

Net cash used in financing activities

(478) (1,093)

Free cash flow (non-GAAP measure)

Operating Activities

During the first three months of 2026, cash provided by income was offset in part by investments in working capital.

Changes in other assets and liabilities used cash of $0.45 billion primarily due to the timing of payments for compensation and income taxes.

Cash payments for income taxes were $0.35 billion during the first three months of 2026.

During the first three months of 2025, cash provided by income was offset in part by investments in working capital.

During the first six months of 2026, net income provided substantially all cash from operating activities.

Cash payments for income taxes were $0.67 billion during the first six months of 2026.

During the first six months of 2025, cash provided by net income was offset in part by investments in working capital.

Changes in other assets and liabilities used cash of $1.43 billion primarily due to the timing of payments for compensation and income taxes.

Cash payments for income taxes were $0.65 billion during the first three months of 2025.

Cash payments for income taxes were $1.20 billion during the first six months of 2025.

Investing Activities

During the first three months of 2026, acquisitions used cash of $8.87 billion.

The company’s investing activities also included purchases of $0.38 billion for the purchase of property, plant and equipment for capacity and capability investments.

During the first three months of 2025 the company’s investing activities included purchases of $0.36 billion for the purchase of property, plant and equipment for capacity and capability investments.

During the first six months of 2026, acquisitions used cash of $8.87 billion.

Purchases of property, plant and equipment for capacity and capability investments used cash of $0.83 billion.

The company’s investing activities also included $0.48 billion of net proceeds from terminations of cross-currency interest rate swaps.

During the first six months of 2025, the company’s investing activities included purchases of $0.66 billion for the purchase of property, plant and equipment for capacity and capability investments.

The company expects that for all of 2026, expenditures for property, plant and equipment, net of disposals, will be between $1.9 billion and $2.1 billion.

Financing Activities

During the first three months of 2026, issuance of debt and net commercial paper activity provided $5.63 billion of cash.

During the first six months of 2026, issuance of debt provided $5.24 billion of cash.

Repayment of debt used cash of $1.41 billion.

1 unchanged sentence

On November 6, 2025, the Board of Directors authorized the repurchase of up to $5.00 billion of the company’s common stock.

All of the shares of common stock repurchased by the company during the first three months of 2026 were under this program.

At May 1, 2026, $2.00 billion was available for future repurchases of the company’s common stock under this authorization.

THERMO FISHER SCIENTIFIC INC.

During the first three months of 2025, issuance of debt provided $2.84 billion of cash.

Repayment of senior notes used cash of $0.84 billion.

All of the shares of common stock repurchased by the company during the first six months of 2026 were under this program.

At July 31, 2026, $1.00 billion was available for future repurchases of the company’s common stock under this authorization.

During the first six months of 2025, issuance of debt provided $2.84 billion of cash.

Repayment of debt used cash of $1.63 billion.

The company’s financing activities also included the repurchase of $2.00 billion of the company’s common stock (3.6 million shares) and the payment of $0.31 billion in cash dividends.

10 unchanged sentences

We exclude these costs because we do not believe they are indicative of our normal operating costs.

THERMO FISHER SCIENTIFIC INC.

• Costs/income associated with restructuring activities and large-scale abandonments of product lines, such as reducing overhead and consolidating facilities.

12 unchanged sentences

Reconciliations of such non-GAAP financial measures to the most directly comparable GAAP financial measures are set forth within the “Consolidated Results” and “Segment Results” sections and below.

THERMO FISHER SCIENTIFIC INC.

Three months ended

March 28, March 29,

Three months ended Six months ended

June 27, June 28, June 27, June 28,

(Dollars in millions except per share amounts) 2026 2025 2026 2025

5 unchanged sentences

Restructuring and other costs (c)

98 82 147 180

Amortization of acquisition-related intangible assets 485 429 915 859

13 unchanged sentences

Adjusted other income/(expense) (non-GAAP measure)

$ — $ (14) $ (7) $ (12)

Reconciliation of adjusted tax rate

3 unchanged sentences

11.6 % 10.0 % 11.1 % 10.0 %

THERMO FISHER SCIENTIFIC INC.

Three months ended Six months ended

June 27, June 28, June 27, June 28,

(Dollars in millions except per share amounts) 2026 2025 2026 2025

Reconciliation of adjusted earnings per share

8 unchanged sentences

Equity in earnings/losses of unconsolidated entities 0.04 (0.01) 0.06 0.03

Noncontrolling interests adjustments (f) — 0.00 — 0.00

Adjusted EPS (non-GAAP measure)

5 unchanged sentences

Free cash flow (non-GAAP measure)

$ 1,678 $ 1,105 $ 2,503 $ 1,479

(a) Adjusted results exclude accelerated depreciation on manufacturing assets to be abandoned due to facility consolidations and charges/(credits) for the sale of inventory revalued at the date of acquisition.

Adjusted results in 2026 also exclude $9 million of transaction-related costs.

(b) Adjusted results exclude certain third-party expenses, principally transaction/integration costs, and charges/credits for changes in estimates of contingent acquisition consideration.

Adjusted results in 2026 also exclude $2 million of accelerated depreciation on fixed assets to be abandoned due to facility consolidations.

(b) Adjusted results exclude certain third-party expenses, principally transaction/integration costs, charges/credits for changes in estimates of contingent acquisition consideration, and accelerated depreciation on fixed assets to be abandoned due to facility consolidations.

(c) Adjusted results exclude restructuring and other costs consisting principally of severance, impairments of long-lived assets, net charges/credits for pre-acquisition litigation and other matters, net gains/losses on the sale of real estate, and abandoned facility and other expenses of headcount reductions and real estate consolidations.

(d) Adjusted results exclude net gains/losses on investments.

Adjusted results in the first six months of 2026 also exclude $6 million of business interruption recoveries.

Adjusted results in the first six months of 2025 also exclude $5 million of charges for settlement of pension plans.

(e) Adjusted results exclude incremental tax impacts for the reconciling items between GAAP and adjusted net income, incremental tax impacts as a result of tax rate/law changes, and the tax impacts from audit settlements.

THERMO FISHER SCIENTIFIC INC.

(f) Adjusted results exclude the incremental impacts for the reconciling items between GAAP and adjusted net income attributable to noncontrolling interests.

Critical Accounting Policies and Estimates

Management’s Discussion and Analysis and Note 1 to the Consolidated Financial Statements of the company’s Annual Report on Form 10-K for 2025 describe the significant accounting estimates and policies used in preparation of the consolidated financial statements.

There have been no significant changes in the company’s critical accounting policies during the first three months of 2026.

There have been no significant changes in the company’s critical accounting policies during the first six months of 2026.

Recent Accounting Pronouncements

2 unchanged sentences

The company’s exposure to market risk from changes in interest rates and currency exchange rates has not changed materially from its exposure discussed in the company’s Annual Report on Form 10-K for the year ended December 31, 2025.

THERMO FISHER SCIENTIFIC INC.

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-Q

Item 2. Management’s Discussion and Analysis