IDEXX Laboratories (IDXX) director M. Anne Szostak plans 2026 board retirement

Rhea-AI Filing Summary

IDEXX Laboratories, Inc. reported that director M. Anne Szostak has notified the company of her intention to retire from its Board of Directors. Her retirement will be effective immediately following the company’s 2026 Annual Meeting of Stockholders, scheduled for May 12, 2026.

The company stated that Ms. Szostak’s decision does not result from any disagreement regarding operations, policies, or practices. She has served on the Board since 2012, and the company expressed appreciation for her contributions and leadership during this period.

Upon her retirement, the Board will reduce the size of Class III directors in line with its amended and restated by-laws. However, the overall Board size will not change because of the previously announced appointment of Michael G. Erickson, PhD as a Class II director immediately following the 2026 Annual Meeting.

0000874716IDEXX LABORATORIES INC /DEfalse00008747162026-02-132026-02-13

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): February 13, 2026

IDEXX LABORATORIES INC /DE

IDEXX LABORATORIES, INC.

(Exact name of registrant as specified in its charter)

IDEXX LABORATORIES INC /DE 

Delaware			000-19271			01-0393723
(State or other jurisdiction			(Commission File Number)			(IRS Employer Identification No.)
of incorporation)

One IDEXX Drive			Westbrook,			Maine			04092
(Address of principal executive offices)									(ZIP Code)

0000874716

207.556.0300

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.10 par value per share			IDXX			Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On February 13, 2026, Ms. M. Anne Szostak provided IDEXX Laboratories, Inc. (the “Company”) notice of her intention to retire from the Board of Directors (the “Board”) effective immediately following the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”) to be held on May 12, 2026. Ms. Szostak’s decision to retire from the Board does not arise from any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies, practices or otherwise.

The Company thanks Ms. Szostak for her extraordinary service, contributions and leadership during her tenure as a member of the Board since 2012.

In accordance with the Company’s amended and restated by-laws, the Board reduced the size of Class III, effective upon Ms. Szostak’s retirement from the Board, but did not reduce the size of the Board in light of the previously announced appointment of Michael G. Erickson, PhD, as a Class II member of the Board, immediately following the 2026 Annual Meeting.

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			IDEXX LABORATORIES, INC.
Date: February 13, 2026			By:			/s/ Sharon E. Underberg
						Sharon E. Underberg
						Executive Vice President, General Counsel and Corporate Secretary

2

FAQ

What board change did IDEXX Laboratories (IDXX) disclose in this 8-K?

IDEXX Laboratories disclosed that director M. Anne Szostak intends to retire from the Board. Her retirement becomes effective immediately after the company’s 2026 Annual Meeting of Stockholders scheduled for May 12, 2026, triggering a reduction in the size of the Board’s Class III.

When will M. Anne Szostak’s retirement from the IDEXX (IDXX) board take effect?

Her retirement will take effect immediately following IDEXX Laboratories’ 2026 Annual Meeting of Stockholders on May 12, 2026. She will continue serving as a director until that meeting concludes, ensuring continuity of governance through the upcoming stockholder meeting.

Did IDEXX Laboratories (IDXX) report any disagreement related to M. Anne Szostak’s retirement?

No. IDEXX Laboratories stated that Ms. Szostak’s decision to retire does not arise from any disagreement with the company or its Board. The company specifically noted there were no issues regarding operations, policies, practices, or other matters underlying her decision.

How will IDEXX (IDXX) adjust its board structure after Szostak’s retirement?

The Board will reduce the size of Class III directors when Ms. Szostak retires. However, the overall Board size will remain unchanged because of the previously announced appointment of Michael G. Erickson, PhD as a Class II director after the 2026 Annual Meeting.

Who is joining the IDEXX Laboratories (IDXX) board in connection with this change?

IDEXX Laboratories referenced the previously announced appointment of Michael G. Erickson, PhD as a Class II director. His service is expected to begin immediately following the 2026 Annual Meeting, offsetting the retirement of Ms. Szostak from Class III.

How long has M. Anne Szostak served on the IDEXX (IDXX) board?

Ms. Szostak has served as a member of the IDEXX Laboratories Board since 2012. The company thanked her for her extraordinary service, contributions, and leadership over this multi-year tenure as a director guiding the company’s governance.

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