Thermo Fisher director granted 82.84 phantom units

SPERLING SCOTT M reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

SPERLING SCOTT M reported acquisition or exercise transactions in this Form 4 filing.

Thermo Fisher Scientific director Scott M. Sperling received a routine equity-based compensation award. He was granted 82.84 Phantom Stock Units on June 27, 2026 under the company’s Deferred Compensation Plan for Directors.

These units are credited at a price of $513.03 per unit and are convertible into Common Stock on a 1-for-1 basis. Following this grant, Sperling holds a total of 17,674.64 Phantom Stock Units. The stock units are scheduled to be distributed in shares of Common Stock when his board service ends for any reason or upon a change of control.

Insider Trade Summary

Grant/Award: 82.84 shares

Grant/Award 1 txn

Insider SPERLING SCOTT M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units	82.84	$0.00	$0.00

Holdings After Transaction: Phantom Stock Units — 17,674.64 contracts (Direct)

Footnotes (2)

1. F1. Convertible into Common Stock on a 1-for-1 basis.
2. F2. Represents stock units credited to the Reporting Person's account as of June?27, 2026, at a price of $513.03 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.

Key Figures

Phantom units granted: 82.84 units Total phantom units after grant: 17,674.64 units Unit credit price: $513.03 per unit +3 more

6 metrics

Phantom units granted 82.84 units Grant to director on June 27, 2026

Total phantom units after grant 17,674.64 units Holdings following this award

Unit credit price $513.03 per unit Deferred Compensation Plan for Directors

Conversion ratio 1 unit = 1 share Convertible into Common Stock on a 1-for-1 basis

Transaction code A Grant, award, or other acquisition of derivative units

Exercise price $0.00 No exercise price for Phantom Stock Unit grant

Key Terms

Phantom Stock Units, Deferred Compensation Plan for Directors, Common Stock units, change of control

4 terms

Phantom Stock Units financial

"Represents stock units credited to the Reporting Person's account as of June 27, 2026"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Deferred Compensation Plan for Directors financial

"pursuant to the Issuer's Deferred Compensation Plan for Directors (the "Plan")"

A deferred compensation plan for directors is an arrangement that lets board members postpone receiving part of their pay until a later date—often retirement or a set future time—so the money can grow or be paid under specified conditions. Think of it like directing a portion of your paycheck into a locked savings account that pays out later; investors care because it creates future cash or stock obligations, signals how the company motivates and retains leadership, and can affect shareholder value through timing of payouts or potential dilution.

Common Stock units financial

"Directors' retainers are deferred quarterly under the Plan as Common Stock units"

A common stock unit is a tradable ownership interest that represents one or more ordinary shares in a company, giving the holder a stake in profits, a claim on assets after creditors, and usually voting rights on corporate matters. For investors it matters because these units determine how much of the company you own, how much influence you have, and how returns or losses are shared—think of owning slices of a pie that can be increased or diluted by the company’s actions.

change of control financial

"The shares are distributable as stock upon cessation of director service (for any reason) or a change of control"

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

FAQ

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

Scott M. Sperling reported receiving 82.84 Phantom Stock Units as director compensation. The award was granted under Thermo Fisher’s Deferred Compensation Plan for Directors and increases his total Phantom Stock Unit holdings to 17,674.64, all linked to the company’s Common Stock on a 1-for-1 basis.

Is Scott Sperling buying or selling Thermo Fisher (TMO) stock in this Form 4?

The filing shows an acquisition as a grant/award, not an open-market buy or sale. Sperling received 82.84 Phantom Stock Units as part of deferred director compensation, with no cash purchase or sale of Thermo Fisher Common Stock reported in this transaction.

How are Thermo Fisher (TMO) Phantom Stock Units for Scott Sperling valued in this filing?

The Phantom Stock Units were credited at $513.03 per unit as of June 27, 2026. This value is based on Thermo Fisher’s closing stock price for the relevant quarter, as specified in the company’s Deferred Compensation Plan for Directors described in the filing footnotes.

When will Scott Sperling receive Thermo Fisher (TMO) shares for these Phantom Stock Units?

The Phantom Stock Units are distributable as Common Stock when Sperling’s director service ends for any reason or upon a change of control. Until then, they remain as stock units credited to his account under the company’s Deferred Compensation Plan for Directors.

What does the 1-for-1 conversion mean for Thermo Fisher (TMO) Phantom Stock Units?

Each Phantom Stock Unit is convertible into one share of Thermo Fisher Common Stock on a 1-for-1 basis. This means Sperling’s 82.84 new units represent the right to receive 82.84 shares of Common Stock when the distribution conditions under the plan are met.

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Accepted by SEC EDGAR 06/30/2026 - 05:23 PM Learn about SEC filing dates

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SPERLING SCOTT M

(Last) (First) (Middle)

C/O THOMAS H. LEE PARTNERS, L.P.

100 FEDERAL STREET, 36TH FLOOR

(Street)

BOSTON MASSACHUSETTS 02110

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2026

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

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

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

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)	06/27/2026		A		82.84		(2)	(2)	Common Stock	82.84	(2)	17,674.64	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 June?27, 2026, at a price of $513.03 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 Scott M. Sperling	06/30/2026
	** 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.
* Form 4: SEC 1474 (03-26)