Thermo Fisher Scientific

NYSE: TMO · USD

Thermo Fisher Scientific (TMO) Economic Moat Analysis—

Competitive advantages, dated evidence and erosion risks.

Uncertain economic moat

Thermo Fisher demonstrates sophisticated product demand, multiyear customer contracts, realized pricing benefits and repeated productivity gains. These establish operating strengths, but the passages do not establish durable switching barriers, protected technological superiority or costs below competitors. Historical pricing evidence is stronger than the previous analysis recognized, although recent pricing contributions remain unquantified. Insufficient evidence of a moat does not establish a weak competitive position.

Changes since the previous analysis

Retains the previous uncertain moat verdict: additional contractual and customer engagement evidence does not establish durable competitive barriers.
Recognizes explicit realized pricing benefits in 2023; the earlier conclusion that pricing contribution was unquantified omitted this qualitative historical evidence.
Adds multiyear performance obligations, actual compensation terms, shareholder opposition to pay, and capital deployment outcomes to the quality assessments.

Evidence limitations

All supplied sources are issuer filings. Reported operating results and contractual disclosures support assessments, while leadership, share-gain and commercial-superiority assertions lack comparative substantiation.
Competition coverage identifies generic competitor categories rather than named operating rivals. Acquisition targets, suppliers, collaborators and compensation peers are not established competitors.
Multiyear contracts establish visibility and engagement, but cancellation rights, renewal economics, customer migration costs and actual customer retention rates are absent. Accounting amortization lives do not prove customer dependency.
Trade-secret protection and high-end instrument demand suggest potential intangible advantages; exclusive technology economics, patent scope, competitor performance and relative production costs are not established.
Technology changes and aggressive competition could erode differentiation. Sustained instrument demand losses, deteriorating customer allegiance, contract cancellations or renewals requiring price concessions would undermine the candidate customer and technology advantages; comparative wins, renewal outcomes and demonstrated migration costs would strengthen them.
Recent margin improvement primarily reflects productivity, not separately measured pricing. Historical favorable pricing does not establish sustained company-wide pricing power.
Actual management ownership amounts are absent. Disclosed equity requirements and granted award terms establish alignment mechanisms, not compliance, future vesting or realized shareholder returns.
Source dates are filing dates, retaining dateKind filed; they are not retrieval dates. Assessment coverage ends with the supplied July 31, 2026 filing.

Financial indicators to test against the thesis

Calculated from annual filings. Missing data remains unavailable. Detailed financial charts remain in the other topics.

Financial indicators to test against the thesis
Period	Gross margin	Operating margin	ROIC	FCF margin
2021	—	25.6%	15.0%	17.3%
2022	—	18.7%	10.8%	15.4%
2023	—	16.0%	9.1%	16.2%
2024	—	17.1%	8.8%	16.9%
2025	—	17.4%	9.0%	14.1%

Pricing power—

Pricing outcomes
The 2023 segment discussion explicitly attributes benefits to strong pricing realization addressing inflation. Recent PPI disclosures also include price realization, but do not isolate its magnitude or establish sustained pricing outcomes across the portfolio.
Customer demand
The $29.41 billion of remaining performance obligations, multiyear service agreements and reported improvement in customer allegiance support engagement and continuing demand indirectly. They do not measure renewals, same-customer repeat purchases or retention under price increases.
Margin resilience
Consolidated margins improved in 2025 and first-half 2026, demonstrating resilience through productivity. Segment declines from COVID-related volume losses and first-quarter 2026 tariffs, mix and volume show limits; pricing alone did not preserve margins.
Pricing freedom
Government contracts can contain different pricing terms, and service agreements can span several years. The passages do not disclose actual repricing rights, escalation clauses, caps or cancellation provisions sufficiently to assess pricing discretion.

Management56

Capital discipline
2025 free cash flow of $6.337 billion and disclosed adjusted ROIC of 11.3% support productive capital use. First-half 2026 acquisitions of $8.872 billion and repurchases of $4 billion substantially exceeded operating cash generation of $3.317 billion, accompanied by borrowing and lower cash. Recent acquisition returns and repurchase value creation remain unestablished.
Incentive alignment
Actual 2025 equity awards include performance conditions, vesting and CEO holding requirements. The Board-approved retention grant defers earned-share delivery to years eight through ten, and the 2025 cash-flow incentive component paid zero after a target miss. Approximately 36% say-on-pay support signals substantial shareholder concern. Approval and grant terms do not establish future earning or vesting.
Execution
Repeated productivity-led margin gains, higher first-half 2026 operating cash flow and second-quarter instrument organic growth provide strong demonstrated operating execution. This is assessed from operating outcomes rather than management praise; below-target 2025 incentive metrics and first-quarter instrument weakness limit the conclusion.
Governance
Disclosed independent committees, shareholder rights, clawbacks and holding requirements support accountability. Maintaining incentive standards and approving program changes demonstrate action, but low say-on-pay support and the combined CEO-chair structure temper the assessment. The proposed 2026 advisory vote is not treated as an adopted outcome.

Sources and methodology

Current publication · Updated 18/10/2026 · Version 3

AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.

Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 4/6 · 18/10/2026

Moat—

Insufficient evidence for every rubric criterion; no category score is inferred.

structural advantage · — · Trade secrets and demonstrated demand for high-end instruments identify possible differentiation, but do not establish protected superiority or a relative cost advantage. The overall moat position remains uncertain.

durability · — · Three-to-five-year agreements support business visibility, but their duration does not establish durable competitive exclusion or renewal advantages.

customer dependency · — · Contracted work and improved customer allegiance indicate engagement; the passages do not establish that customers face material switching costs or depend on exclusive offerings.

erosion resilience · — · Productivity and demand recovery demonstrate operating adaptation, but competitive share retention and resistance to substitution cannot be established.

Pricing power—

Insufficient evidence for every rubric criterion; no category score is inferred.

realized pricing · 2/4 · The 2023 segment discussion explicitly attributes benefits to strong pricing realization addressing inflation. Recent PPI disclosures also include price realization, but do not isolate its magnitude or establish sustained pricing outcomes across the portfolio.

retention · 2/4 · The $29.41 billion of remaining performance obligations, multiyear service agreements and reported improvement in customer allegiance support engagement and continuing demand indirectly. They do not measure renewals, same-customer repeat purchases or retention under price increases.

margin resilience · 2/4 · Consolidated margins improved in 2025 and first-half 2026, demonstrating resilience through productivity. Segment declines from COVID-related volume losses and first-quarter 2026 tariffs, mix and volume show limits; pricing alone did not preserve margins.

contractual freedom · — · Government contracts can contain different pricing terms, and service agreements can span several years. The passages do not disclose actual repricing rights, escalation clauses, caps or cancellation provisions sufficiently to assess pricing discretion.

Predictability92

Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.

Nondeclining revenue years (%): 75.00
Revenue growth volatility (pp): 7.06
Positive FCF years (%): 100.00
FCF margin volatility (pp): 1.14

Source 1

Financial strength45

Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.

debtFcfGrade: 24.88
netDebtEbitGrade: 23.75
interestCoverageGrade: 40.53
currentRatioGrade: 91.20
Debt / FCF (x): 6.26
Net debt / operating income (x): 3.81
Interest coverage (x): 5.46
Current ratio (x): 1.89

Source 1

Capital allocation85

Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.

3-year pre-tax operating return (%): 9.67
3-year average dilution (%): -1.29
3-year average SBC / revenue (%): 0.68
cashConversionGrade: 100.00

Source 1

Management56

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

capital discipline · 2/4 · 2025 free cash flow of $6.337 billion and disclosed adjusted ROIC of 11.3% support productive capital use. First-half 2026 acquisitions of $8.872 billion and repurchases of $4 billion substantially exceeded operating cash generation of $3.317 billion, accompanied by borrowing and lower cash. Recent acquisition returns and repurchase value creation remain unestablished.

incentive alignment · 2/4 · Actual 2025 equity awards include performance conditions, vesting and CEO holding requirements. The Board-approved retention grant defers earned-share delivery to years eight through ten, and the 2025 cash-flow incentive component paid zero after a target miss. Approximately 36% say-on-pay support signals substantial shareholder concern. Approval and grant terms do not establish future earning or vesting.

execution · 3/4 · Repeated productivity-led margin gains, higher first-half 2026 operating cash flow and second-quarter instrument organic growth provide strong demonstrated operating execution. This is assessed from operating outcomes rather than management praise; below-target 2025 incentive metrics and first-quarter instrument weakness limit the conclusion.

governance · 2/4 · Disclosed independent committees, shareholder rights, clawbacks and holding requirements support accountability. Maintaining incentive standards and approving program changes demonstrate action, but low say-on-pay support and the combined CEO-chair structure temper the assessment. The proposed 2026 advisory vote is not treated as an adopted outcome.

Evidence

The aggregate amount of the transaction price allocated to the remaining performance obligations for all open customer contracts as of March 28, 2026, was $29.41 billion.
Note 2: remaining customer performance obligations at March 28, 2026 · Filed 01/05/2026

The company will recognize revenues for these performance obligations as they are satisfied, approximately 52% of which is expected to occur within the next twelve months.
Note 2: expected recognition of remaining performance obligations · Filed 01/05/2026

Amounts expected to occur thereafter generally relate to contract manufacturing, clinical research and extended warranty service agreements, which typically have durations of three to five years.
Note 2: contract manufacturing, clinical research and extended warranty agreement durations · Filed 01/05/2026

We protect some of our technology as trade secrets and, where appropriate, we use trademarks or register trademarks used in connection with products.
Business: protection of technology through trade secrets and trademarks · Filed 26/02/2026

Competitive climates in many of the markets we serve are characterized by changing technology and customer demands that require continuing research and development.
Business: competition and changing technology · Filed 20/02/2025

The company encounters aggressive and able competition in virtually all of the markets we serve.
Business: aggressive competition across served markets · Filed 26/02/2026

The increase in segment income margin resulted primarily from strong productivity, strong pricing realization to address higher inflation and strong volume pull-through, offset in part by the effects of currency translation and strategic growth investments.
MD&A: Analytical Instruments 2023 segment margin drivers · Filed 22/02/2024

The decrease in segment income margin resulted primarily from significantly lower COVID-19 related revenue and unfavorable volume pull-through, partially offset by exceptionally strong productivity improvements and favorable price realization.
MD&A: 2023 segment margin decline despite productivity and favorable pricing · Filed 22/02/2024

GAAP operating income margin and adjusted operating income margin increased in 2025 due primarily to very strong productivity improvements, partially offset by unfavorable business mix and strategic investments.
MD&A: 2025 consolidated operating margin drivers · Filed 26/02/2026

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.
MD&A: components of PPI benefits, including price realization · Filed 31/07/2026

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 operating income GAAP operating income $ 2,087 $ 1,834 $ 3,950 $ 3,551 Cost of revenues adjustments (a) 28 10 42 21 Selling, general and administrative expenses adjustments (b) 36 20 79 34 Restructuring and other costs (c) 98 82 147 180 Amortization of acquisition-related intangible assets 485 429 915 859 Adjusted operating income (non-GAAP measure) $ 2,735 $ 2,375 $ 5,133 $ 4,644 Reconciliation of adjusted operating income margin GAAP operating income margin 17.4 % 16.9 % 17.2 % 16.7 % Cost of revenues adjustments (a) 0.2 % 0.1 % 0.2 % 0.1 % Selling, general and administrative expenses adjustments (b) 0.3 % 0.2 % 0.3 % 0.2 % Restructuring and other costs (c) 0.8 % 0.8 % 0.6 % 0.9 % Amortization of acquisition-related intangible assets 4.0 % 4.0 % 4.0 % 4.0 % Adjusted operating income margin (non-GAAP measure) 22.8 % 21.9 % 22.3 % 21.9 % Reconciliation of adjusted other income/(expense) GAAP other income/(expense) $ 31 $ (19) $ 22 $ (16) Adjustments (d) (31) 5 (29) 4 Adjusted other income/(expense) (non-GAAP measure) $ — $ (14) $ (7) $ (12) Reconciliation of adjusted tax rate GAAP tax rate 8.7 % 5.4 % 6.5 % 5.6 % Adjustments (e) 2.9 % 4.6 % 4.6 % 4.4 % Adjusted tax rate (non-GAAP measure) 11.6 % 10.0 % 11.1 % 10.0 % 35 THERMO FISHER SCIENTIFIC INC.
MD&A: GAAP and adjusted operating income and margin reconciliation · Filed 31/07/2026

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.
MD&A: first-quarter 2026 Analytical Instruments margin decline · Filed 01/05/2026

CAS improved vs 2024 further strengthening trusted partner status
Executive compensation: reported improvement in Customer Allegiance Score · Filed 07/04/2026

Revenues to customers in the industrial and applied market increased, driven by customer demand for our innovative high-end instruments.
MD&A: first-half 2026 demand for high-end instruments · Filed 31/07/2026

The laws governing government contracts differ from the laws governing private contracts and government contracts may contain pricing terms and conditions that are not applicable to private contracts.
Risk factors: government contract pricing terms · Filed 26/02/2026

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Six months ended June 27, June 28, (In millions) 2026 2025 Operating activities Net income $ 3,397 $ 3,130 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of property, plant and equipment 638 532 Amortization of acquisition-related intangible assets 915 859 Change in deferred income taxes (466) (601) Stock-based compensation 165 156 Other net non-cash expenses 205 198 Changes in assets and liabilities, excluding the effects of acquisitions (1,537) (2,151) Net cash provided by operating activities 3,317 2,122 Investing activities Purchases of property, plant and equipment (826) (656) Proceeds from sale of property, plant and equipment 13 13 Proceeds from cross-currency interest rate swap interest settlements 187 134 Acquisitions, net of cash acquired (8,872) — Purchases of investments (35) (311) Proceeds from sales and maturities of investments 253 6 Net proceeds from terminations of cross-currency interest rate swaps 481 — Other investing activities, net 1 — Net cash used in investing activities (8,797) (815) Financing activities Net proceeds from issuance of debt 5,238 2,840 Repayment of debt (1,412) (1,625) Proceeds from issuance of commercial paper 389 — Repayments of commercial paper (389) — Purchases of company common stock (4,000) (2,000) Dividends paid (337) (311) Other financing activities, net 33 3 Net cash used in financing activities (478) (1,093) Exchange rate effect on cash 176 348 Increase/(decrease) in cash, cash equivalents and restricted cash (5,782) 563 Cash, cash equivalents and restricted cash at beginning of period 9,879 4,040 Cash, cash equivalents and restricted cash at end of period $ 4,096 $ 4,603 The accompanying notes are an integral part of these condensed consolidated financial statements.
Condensed consolidated cash flow statements: first-half 2026 spending, cash generation and financing · Filed 31/07/2026

$ 6,704 Cost of revenues adjustments(a) 64 Selling, general and administrative expenses adjustments(b) 207 Restructuring and other costs(c) 362 Amortization of acquisition-related intangible assets 1,730 Other income/expense adjustments(d) (6 ) Income taxes adjustments(e) (458 ) Equity in earnings/losses of unconsolidated entities 41 Noncontrolling interests adjustments(f) (1 ) Adjusted net income (non-GAAP measure) $ 8,642 Net interest expense 426 Tax benefit on interest expense (105 ) After-tax net interest expense 321 Adjusted net income excluding net interest expense (non-GAAP measure) $ 8,963 Trailing five-quarter average invested capital (non-GAAP measure) $ 79,313 Adjusted ROIC (non-GAAP measure) 11.3 % Reconciliation of adjusted earnings per share GAAP diluted earnings per share (EPS) attributable to Thermo Fisher Scientific Inc.
Appendix A: reconciliation of 2025 adjusted return on invested capital · Filed 07/04/2026

$ 17.74 $ 4.92 Cost of revenues adjustments(a) 0.17 0.02 Selling, general and administrative expenses adjustments(b) 0.55 0.11 Restructuring and other costs(c) 0.96 0.29 Amortization of acquisition-related intangible assets 4.58 3.27 Other income/expense adjustments(d) (0.02 ) 0.05 Income taxes adjustments(e) (1.21 ) (1.28 ) Loss from discontinued operations, net of tax 0.00 0.01 Equity in earnings/losses of unconsolidated entities 0.11 (0.01 ) Noncontrolling interests adjustments(f) 0.00 0.00 Adjusted EPS (non-GAAP measure) $ 22.87 $ 7.38 Reconciliation of free cash flow GAAP net cash provided by operating activities $ 7,818 $ 2,942 Net cash used in discontinued operations — 9 Purchases of property, plant and equipment (1,525 ) (423 ) Proceeds from sale of property, plant and equipment 44 18 Free cash flow (non-GAAP measure) $ 6,337 $ 2,546 (a) Adjusted results exclude charges for the sale of inventories revalued at the date of acquisition, accelerated depreciation on manufacturing assets to be abandoned due to facility consolidations.
Appendix A: historical EPS and free cash flow reconciliation · Filed 07/04/2026

Table of Contents EXECUTIVE COMPENSATION Summary and discussion of 2025 AIP achievement Performance against each of the financial goals and the strategic and operational priorities was evaluated by the Committee in early 2026, with the results described below: Metric Threshold (0%) Target (100%) Maximum 200% 2025 Results Formulaic Result Metric Weight Final (Weighted) Organic revenue growth* ≤0.05% 2.80% ≥3.97% 2.3% 61.5% 35% 21.5% Adjusted net income* <$8,221M $8,743M ≥$8,891M $8,642M 60.8% 30% 18.2% Free cash flow* <$7,000M $7,000M-$7,400M ≥$7,400M $6,337M 0% 5% 0% Total Financial % 56.8% 70% 39.8% Overall goal: Deliver on our commitments to all stakeholders and advance our position as the world leader in serving science Performance Metric Key Areas of Focus Key Achievements Advancing our strategic position • Continue to focus on the safety of our colleagues • Make progress on our environmental sustainability goals • Build on momentum to support our communities through colleague involvement and STEM education • Deepen culture of involvement and inclusion • Drive personal ownership of ethics, quality, safety and regulatory compliance and cybersecurity • Engaged more than 70K colleagues in the Making Quality Personal program • Finished ahead of renewable energy targets and achieved first waste target • Delivered scaled community impact, reaching 180K+ students through STEM initiatives and contributing 100K+ colleague volunteer hours globally • Strong improvement in cybersecurity awareness and behavior and launched global digital acumen business resource group with 14 chapters across 10 countries Position Company to drive meaningful growth in revenue and adjusted operating income through the strategic plan horizon • Improve Customer Allegiance Score (“CAS”) vs.
Executive compensation: 2025 annual incentive financial targets and actual achievement · Filed 07/04/2026

Changes for 2026 All NEOs Thermo Fisher Scientific 2026 Proxy Statement 43 Table of Contents EXECUTIVE COMPENSATION Key features of 2025 annual equity awards Performance-Based Restricted Stock Units • 100% performance-based and subject to forfeiture if actual performance results fall below a minimum performance threshold • Initial calculation of earned units based on financial performance over one year, subject to a 3-year TSR metric (where target payout requires above median performance compared to peer group) • If earned, 3-year ratable vesting (one third per annum, subject to final adjustment based on relative TSR metric) • Dividends accrue (in form of dividend equivalents) and paid only to the extent underlying awards are earned and vest • CEO awards subject to an additional 2-year holding requirement on 50% of shares delivered upon vesting • Align interests of executives with those of our shareholders by motivating and rewarding achievement of financial performance and long-term shareholder value; promote retention Stock Options • 100% performance-based, as award has no value unless stock price appreciates over time • 4-year ratable vesting (one quarter per annum) • Exercise price equal to closing price on date of grant • 10-year term promotes long-term value-creating actions and retention Time-Based Restricted Stock Units • 3.5-year vesting (15%, 25%, 30% and 30% after 6, 18, 30 and 42 months, respectively) • Dividends accrue (in form of dividend equivalents) and paid only on vested awards • Promote long-term retention, stock ownership, and alignment of interests with shareholders To promote retention, awards generally provide that any unvested awards are forfeited upon termination of service, except in limited circumstances as described in the section titled “Treatment of equity.”
Executive compensation: existing 2025 annual equity award terms · Filed 07/04/2026

Casper’s leadership, with the 2025 CEO retention grant intended to support his continued leadership and reinforce long-term alignment with shareholders • After working with its independent compensation consultant over several months, in May 2025 the Board approved a five-year, performance-based CEO retention grant tied to the Company’s performance relative to the S&P 500.
Executive compensation: Board approval of CEO retention grant in May 2025 · Filed 07/04/2026

Earned shares will be delivered in three equal tranches on the 8th, 9th, and 10th anniversaries of the grant date to reinforce long-term shareholder alignment • Communicated the rationale and design of the grant during shareholder engagement meetings and proxy disclosures to ensure transparency • We have included further details on the rationale and size of the CEO retention grant in this Proxy, which can be found in the “Letter from the Compensation Committee” on page 32 and “CEO retention grant for Mr.
Executive compensation: deferred delivery terms for earned retention shares · Filed 07/04/2026

In 2025, the Company’s say-on-pay proposal received approximately 36% support.
Say-on-pay results: approximately 36% support in 2025 · Filed 07/04/2026

INDEPENDENT AND EFFECTIVE BOARD OVERSIGHT BOARD COMPOSITION AND REFRESHMENT • Substantial majority of independent directors • Strong independent Lead Director with robust authority and responsibility • 100% independent exchange-mandated Board committees • Skills and background align with Company strategy • Annual review of Board leadership structure and disclosure of the Board’s reasoning underlying its leadership structure • Regular executive sessions of independent directors • Annual Board and committee self-evaluations • Board-level oversight of AI, cybersecurity, strategic risk, and CSR matters • Regular Board refreshment and balanced mix of director tenure (4 new directors joined since 2020) • Corporate Governance Guidelines emphasize the importance of having a broad mix of skills and experiences • With limited exceptions, directors may not be renominated to the Board after their 72nd birthday • “Overboarding” limits for directors • Formal new director orientation, continuing director education, and in-house trainings on Company products and processes to align the board with business priorities SHAREHOLDER RIGHTS AND ACCOUNTABILITY STRONG GOVERNANCE AND RISK MANAGEMENT PRACTICES • Annual election of all directors by majority voting • Directors not receiving majority support must tender their resignation for consideration by the Board • Proxy access for shareholders • One share, one vote • Shareholder right to call a special meeting (15% ownership threshold) • Proxy access for shareholders • Majority shareholder vote to amend Certificate of Incorporation and By-laws • Proactive year-round shareholder engagement program with independent director involvement • Annual review of Corporate Governance Guidelines and committee charters to ensure alignment with best practices • Clawback policy and clawback provisions in equity award agreements • Prohibition on hedging or pledging shares of the Company’s stock by officers and directors • Strong stock ownership requirements and, for CEO, post-vest stock holding requirement 16 Thermo Fisher Scientific 2026 Proxy Statement Table of Contents CORPORATE GOVERNANCE Board composition and refreshment The Board takes a thoughtful approach to its composition and regularly reviews the skills and experiences needed to align with the Company’s strategic vision, business and operations, as further discussed below.
Corporate governance: Board practices, shareholder rights and ownership requirements · Filed 07/04/2026

Casper” on page 47 34 Thermo Fisher Scientific 2026 Proxy Statement Table of Contents EXECUTIVE COMPENSATION 2026 compensation program changes Following extensive shareholder feedback as described above, the Compensation Committee approved several key changes to our 2026 long-term incentive (“LTI”) program design, which align with our long-term strategy, provide better alignment with our peer group, continue to support our pay-for-performance strategy, and reflect the feedback we received from shareholders.
Executive compensation: approved changes to 2026 long-term incentive design · Filed 07/04/2026

After thoughtful consideration, the Committee concluded that maintaining our established performance standards, and holding management to a heightened level of accountability, was in the best interests of shareholders.
Executive compensation: decision to maintain established performance standards · Filed 07/04/2026

30 THERMO FISHER SCIENTIFIC INC. Analytical Instruments Three months ended Organic (non-GAAP measure) (Dollars in millions) June 27, 2026 June 28, 2025 Total Change Acquisitions/ Divestitures Currency Translation Revenues $ 1,847 $ 1,728 7 % 0 % 0 % 7 % Segment income 424 325 30 % Segment income margin 23.0 % 18.8 % 4.2 pt 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.
MD&A: second-quarter 2026 Analytical Instruments organic growth and profitability · Filed 31/07/2026

Publication history

Publication history
Version	Updated	Competitive advantage
3	18/10/2026	uncertain
2	18/10/2026	uncertain
1	18/10/2026	Unavailable

Sources

Research methodology and limitations · What is an economic moat?