Avantor, Inc. SEC Filings

Avantor, Inc. executive Claudius Sokenu, EVP and Chief Legal & Compliance Officer, reported equity compensation changes. He received a grant of 80,618 shares of common stock as restricted stock units that vest in three equal annual installments beginning on February 19, 2027.

He was also granted 317,310 stock options, which vest on the same three-year schedule starting February 19, 2027. In a separate transaction, 2,919 shares of common stock were withheld at $9.03 per share to cover tax obligations upon RSU vesting, leaving him with 254,805 common shares held directly after that withholding.

Avantor EVP Benoit Gourdier reported new equity awards and related tax withholding. On February 19, 2026 he received 134,364 restricted stock units and 528,848 stock options, each vesting in three equal annual installments beginning February 19, 2027. On February 20, 2026, 4,160 common shares at $9.03 were withheld to cover taxes, leaving 365,888 common shares held directly.

Avantor, Inc. executive vice president and chief financial officer Jones R. Brent reported equity compensation changes and related tax withholding. He received a grant of 161,237 shares of common stock as restricted stock units and 634,617 stock options, both vesting in three equal annual installments beginning on February 19, 2027.

To cover tax withholding obligations from restricted stock unit vesting, 9,506 shares of common stock were withheld by Avantor as a tax-withholding disposition. After these transactions, Brent continued to hold a substantial number of Avantor shares directly.

Avantor director Gregory L. Summe, through a trust, reported an open-market purchase of 100,000 shares of common stock on February 12, 2026 at $9.40 per share. After this transaction, the trust held 400,000 shares indirectly attributed to him.

Separately, Summe also reported 58,111 shares of Avantor common stock held directly. The filing notes that he disclaims beneficial ownership of the trust’s shares except to the extent of his economic interest, meaning the trust is the primary holder of that indirect position.

Avantor reported weaker results for the fourth quarter and full year 2025 and announced a major segment realignment. Fourth-quarter net sales were $1.66 billion, down 1.4% year over year, with organic sales down 4.1%. Net income fell sharply to $52 million, while adjusted EBITDA was $252 million with a 15.2% margin and adjusted EPS of $0.22.

For full year 2025, net sales were $6.55 billion, down 3.4% (2.8% organic decline). The company posted a net loss of $530 million, compared with net income of $712 million in 2024, largely reflecting a $785 million goodwill impairment. Adjusted EBITDA was $1.07 billion with a 16.3% margin and adjusted EPS of $0.90. Operating cash flow remained solid at $624 million, generating free cash flow of $496 million and adjusted net leverage of 3.2x.

Laboratory Solutions full‑year net sales declined 4.6% to $4.40 billion and Bioscience Production declined 1.0% to $2.15 billion, with margins compressing in both. Avantor is executing a “Revival” program, including relaunching the VWR brand and supply chain and e‑commerce improvements, and will realign into two new segments—VWR Distribution & Services and Bioscience & Medtech Products—starting with the first quarter of 2026.

Avantor, Inc. is a global supplier of mission-critical products and services for biopharma and healthcare, education and government, and advanced technologies customers. It operates through Laboratory Solutions and Bioscience Production, combining its VWR distribution channel with proprietary brands like J.T. Baker, NuSil and Masterflex.

The company serves more than 300,000 customer locations in about 180 countries, with over 85% of net sales coming from recurring materials, equipment and services. Around 80% of 2025 transactions ran through its digital channels, supported by integrated ERP and e-commerce platforms.

Avantor is running a multi‑year cost transformation program, now targeting about $400 million in annual gross run‑rate savings by the end of 2027, alongside a refined operating model. Key risks include supply chain constraints and inflation, intense competition, reliance on key suppliers, extensive global regulatory and environmental requirements, cybersecurity and data privacy exposure, climate and sustainability pressures, and a significant debt load with related covenant limits.

Avantor, Inc. reported that director Simon Dingemans received an equity award in the form of restricted stock units. On 01/02/2026, he was granted 6,225 shares of common stock at a price of $0 per share, reflecting a stock-based compensation grant rather than a market purchase. Following this award, he beneficially owned 6,225 common shares in direct form.

According to the disclosure, the grant consists of restricted stock units that are scheduled to vest on May 6, 2026. This means the units convert into common shares for the director only once the vesting date is reached, aligning his compensation with the company’s future performance and continued service.

Avantor, Inc. director reports no share ownership. Simon Dingemans, who serves as a director of Avantor, Inc. (ticker AVTR), filed an initial insider ownership statement indicating that he does not beneficially own any Avantor securities. The filing explicitly notes that no securities are beneficially owned, meaning he reports neither direct holdings nor indirect interests through derivative securities at this time.

Avantor, Inc. disclosed that its Board of Directors has elected Simon Dingemans as a director, effective January 2, 2026. His initial term will run until the company’s 2026 Annual Meeting of Stockholders and he will fill the vacancy created by Jonathan Peacock’s previously announced resignation, which becomes effective December 31, 2025.

Dingemans brings extensive financial and deal-making experience, having served as Chief Financial Officer of GSK plc from 2011 to 2019 and previously holding senior roles at The Carlyle Group, Goldman Sachs and SG Warburg. He currently sits on the boards of Vodafone Group Plc, WPP plc and Genomics Limited. The Board determined that he meets the independence standards of the New York Stock Exchange and the Securities Exchange Act of 1934.

As a non-employee director, he will receive Avantor’s standard compensation: an annual cash retainer of $95,000, paid quarterly, and a grant of restricted stock units with a grant date fair value of $210,000, prorated for his service before the 2026 annual meeting. These restricted stock units are scheduled to vest in full on May 6, 2026, subject to his continued service. Avantor also noted that it issued a press release about his election on December 18, 2025, furnished as an exhibit.