STOCK TITAN

Thermo Fisher (NYSE: TMO) director granted 66.02 phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Lynch Karen S reported acquisition or exercise transactions in this Form 4 filing.

Thermo Fisher Scientific director Karen S. Lynch received 66.02 Phantom Stock Units tied to common stock as deferred compensation. These units are credited under the company’s Deferred Compensation Plan for Directors at $473.36 per unit and are convertible into common stock on a 1-for-1 basis.

Following this grant, Lynch holds a total of 291.49 phantom units. The units are scheduled to be distributed in stock after her board service ends for any reason or upon a change of control, aligning compensation with long-term shareholder value.

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Insider Lynch Karen S
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 66.02 $0.00 --
Holdings After Transaction: Phantom Stock Units — 291.49 shares (Direct)
Footnotes (1)
  1. Convertible into Common Stock on a 1-for-1 basis. Represents stock units credited to the Reporting Person's account as of March?28, 2026, at a price of $473.36 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.
Phantom units granted 66.02 units Director phantom stock award on March 28, 2026
Total phantom units held 291.49 units Holdings following reported transaction
Credit price per unit $473.36 per unit Deferred Compensation Plan for Directors pricing
Conversion ratio 1-for-1 into common stock Phantom units convertible into Thermo Fisher common shares
Phantom Stock Units financial
"Represents stock units credited to the Reporting Person's account as of March 28, 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"
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.
SEC Form 4
FORM 4UNITED 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*
Lynch Karen S

(Last)(First)(Middle)
168 THIRD AVENUE

(Street)
WALTHAM MASSACHUSETTS 02451

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/28/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)03/28/2026A66.02 (2) (2)Common Stock66.02(2)291.49D
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 March?28, 2026, at a price of $473.36 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 Karen S. Lynch03/31/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did Thermo Fisher (TMO) director Karen S. Lynch report?

Karen S. Lynch reported receiving 66.02 Phantom Stock Units as a grant. These units are part of Thermo Fisher’s director deferred compensation, linked 1-for-1 to common shares and paid out in stock after board service ends or upon a change of control.

How many Thermo Fisher (TMO) phantom stock units does Karen S. Lynch now hold?

After the latest grant, Karen S. Lynch holds 291.49 Phantom Stock Units. These represent deferred director compensation, each tied to one share of Thermo Fisher common stock and distributable in stock upon cessation of director service or a change of control event.

At what price were Karen S. Lynch’s Thermo Fisher (TMO) phantom units credited?

The 66.02 Phantom Stock Units were credited at $473.36 per unit. This credit reflects the closing stock price at quarter end under Thermo Fisher’s Deferred Compensation Plan for Directors, which converts quarterly retainers into common stock units for long-term alignment.

What are Thermo Fisher (TMO) Phantom Stock Units disclosed in this Form 4?

The Phantom Stock Units are deferred compensation instruments convertible into common stock on a 1-for-1 basis. They are credited quarterly based on Thermo Fisher’s closing price and are distributed as actual shares when director service ends or if a change of control occurs.

When will Karen S. Lynch receive actual Thermo Fisher (TMO) shares from these phantom units?

The phantom units will be distributed as Thermo Fisher common stock after Lynch’s director service ceases for any reason, or upon a change of control. Until then, they remain as stock-denominated deferred compensation units tied to the company’s share price performance.