[Form 4] THERMO FISHER SCIENTIFIC INC. Insider Trading Activity

Rhea-AI Filing Summary

Keith R. Alexandra, a director of Thermo Fisher Scientific (TMO), reported a grant of 67.31 Phantom Stock Units credited on 09/27/2025 under the company's Deferred Compensation Plan for Directors. The units convert into common stock on a 1-for-1 basis and were credited at a recorded price of $464.24 per unit. The filing shows 1,150.49 shares beneficially owned following the reported transaction. The Plan states deferred director retainers are recorded as common stock units based on quarter-end closing prices and are distributable as stock upon cessation of director service or a change of control. The Form 4 was signed by an attorney-in-fact on 09/30/2025.

Positive

• Director compensation is equity-aligned through Phantom Stock Units convertible 1-for-1 into common shares
• Clear disclosure of unit price ($464.24) and post-transaction beneficial ownership (1,150.49 shares)
• Deferral plan mechanics disclosed—units credited from deferred retainers and distributable on cessation or change of control

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director deferral credited as stock units; disclosures are standard and non-dilutive until distribution.

The filing documents a routine crediting of Phantom Stock Units to a board member under the issuer's Deferred Compensation Plan for Directors. The units convert 1-for-1 into common stock and are recorded at the quarter-end closing price of $464.24 per unit. The disclosure includes the post-transaction beneficial ownership of 1,150.49 shares and clarifies distribution triggers (cessation of service or change of control). This is a standard governance disclosure showing director compensation deferral rather than an open-market purchase or sale.

Compensation Analyst

TL;DR: Director retainer deferred into equity units; credit reflects quarterly deferral under the Plan.

The entry specifies 67.31 Phantom Stock Units were credited on 09/27/2025 at $464.24 per unit under the company’s Deferred Compensation Plan for Directors. The Plan mechanism—deferring retainers into stock units based on quarter-end closing prices—is described in the filing, and the units are convertible on a 1-for-1 basis into common shares upon distribution events. The disclosure is concise and aligns with typical director compensation practices documented on Form 4 filings.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Keith R. Alexandra

(Last) (First) (Middle)

168 THIRD AVENUE

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
THERMO FISHER SCIENTIFIC INC. [ TMO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock Units	(1)	09/27/2025		A		67.31		(2)	(2)	Common Stock	67.31	(2)	1,150.49	D

Explanation of Responses:

1. Convertible into Common Stock on a 1-for-1 basis.

2. Represents stock units credited to the Reporting Person's account as of September 27, 2025, at a price of $464.24 per unit pursuant to the Issuer's Deferred Compensation Plan for Directors (the "Plan"). Directors' retainers are deferred quarterly under the Plan as Common Stock units based on the closing price of the stock as of the quarter end. The shares are distributable as stock upon cessation of director service (for any reason) or a change of control.

	/s/ Melodie T. Morin, Attorney-in-Fact for R. Alexandra Keith	09/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Thermo Fisher (TMO) report on this Form 4?

The Form 4 reports that director Keith R. Alexandra was credited with 67.31 Phantom Stock Units on 09/27/2025 under the Deferred Compensation Plan for Directors.

At what price were the Phantom Stock Units credited for TMO?

The units were credited at a recorded price of $464.24 per unit according to the Form 4 explanation.

How many shares does the reporting person beneficially own after the transaction?

The filing shows 1,150.49 shares beneficially owned following the reported transaction(s).

When are the deferred Phantom Stock Units distributable according to the filing?

Units are distributable as stock upon cessation of director service for any reason or upon a change of control, per the Plan language in the filing.

Who signed the Form 4 for TMO and when?

The Form 4 was signed by Melodie T. Morin, Attorney-in-Fact for R. Alexandra Keith on 09/30/2025.