## Filings that contain financial statements

Thermo Fisher Scientific is a domestic filer; its quarterly financial statements are furnished inside Form 8-K Item 2.02 earnings releases (Exhibit 99.1), not in the 8-K cover pages themselves, and its audited annual and interim GAAP financial statements are in the Form 10-K and Form 10-Q. The following 8-K exhibits carry full condensed income statements, segment tables, and non-GAAP reconciliations useful for tracing quarterly results:

- Accession 0000097745-26-000138 (filed July 23, 2026): Exhibit 99.1 press release with condensed consolidated statement of income and segment results for the second quarter ended June 27, 2026 (with June 28, 2025 comparatives).
- Accession 0000097745-26-000086 (filed April 23, 2026): Exhibit 99.1 press release with condensed consolidated statement of income and segment results for the first quarter ended March 28, 2026 (with March 29, 2025 comparatives).
- Accession 0000097745-26-000012 (filed January 29, 2026): Exhibit 99.1 press release with condensed consolidated statement of income and segment results for the fourth quarter and full year ended December 31, 2025 (with 2024 comparatives).
- Accession 0000097745-25-000156 is not an earnings release (acquisition-agreement announcement); the September 27, 2025 quarter's income statement is in accession 0000097745-25-000150 (filed October 22, 2025).
- Accession 0000097745-25-000093 (filed July 23, 2025): Exhibit 99.1 press release with condensed consolidated statement of income and segment results for the second quarter ended June 28, 2025.

The Company's audited FY2025 financial statements are in its Form 10-K filed February 26, 2026 (accession 0000097745-26-000018), and its interim financial statements for the quarter ended June 27, 2026 are in its Form 10-Q filed July 31, 2026 (accession 0000097745-26-000144).

## Earnings and results

- **July 23, 2026 (accession 0000097745-26-000138):** Second-quarter 2026 results. Revenue grew 10% to $11.99 billion (5% organic growth). GAAP diluted EPS grew 9% to $4.68; adjusted EPS grew 13% to $6.03. GAAP operating margin was 17.4%, adjusted operating margin 22.8%. The Company said it would provide updated full-year 2026 guidance on its earnings call rather than in the press release. During the quarter the Company announced the divestiture of its microbiology business and repurchased $1.0 billion of stock.

- **April 23, 2026 (accession 0000097745-26-000086):** First-quarter 2026 results. Revenue grew 6% to $11.01 billion (1% organic growth). GAAP diluted EPS grew 11% to $4.43; adjusted EPS grew 6% to $5.44. During the quarter the Company completed the acquisition of Clario, repurchased $3.0 billion of stock, and raised its dividend by 10%.

- **January 29, 2026 (accession 0000097745-26-000012):** Fourth-quarter and full-year 2025 results. Fourth-quarter revenue grew 7% to $12.21 billion (3% organic); GAAP diluted EPS grew 9% to $5.21; adjusted EPS grew 8% to $6.57. Full-year 2025 revenue grew 4% to $44.56 billion (2% organic); full-year GAAP diluted EPS grew 7% to $17.74; adjusted EPS grew 5% to $22.87. The Company said it deployed approximately $16.5 billion of capital in 2025, including roughly $13 billion committed to M&A (Solventum filtration/separation business, Sanofi's Ridgefield, NJ sterile fill-finish site, and the announced Clario acquisition), and returned $3.6 billion to shareholders via buybacks and dividends.

- **October 22, 2025 (accession 0000097745-25-000150):** Third-quarter 2025 results. Revenue grew 5% to $11.12 billion (3% organic); GAAP diluted EPS was $4.27, in line with the prior year; adjusted EPS grew 10% to $5.79. During the quarter the Company completed the Solventum filtration/separation and Sanofi Ridgefield acquisitions and repurchased $1.0 billion of stock.

- **July 23, 2025 (accession 0000097745-25-000093):** Second-quarter 2025 results, the comparison base for the July 2026 release above.

## Mergers and acquisitions

- **October 29, 2025 (accession 0000097745-25-000156) — signed, not yet closed at announcement.** Thermo Fisher announced a definitive agreement to acquire Clario Holdings, Inc., a provider of clinical-trial endpoint data solutions, for approximately $8.875 billion in cash at closing, plus $125 million of deferred consideration payable in January 2027 and up to $400 million of contingent consideration payable after closing. The deal was expected to close by mid-2026, subject to customary closing conditions and regulatory approvals.

- **March 24, 2026 (accession 0000097745-26-000066) — closed.** Thermo Fisher issued a press release announcing that it had completed the acquisition of Clario Holdings, Inc. This closes out the arc that began with the October 29, 2025 signing.

- **September 2, 2025 (accession 0000097745-25-000111) — closed.** Thermo Fisher announced completion of its acquisition of Solventum Corporation's purification and filtration business for approximately $4.0 billion in cash, one of the deals referenced repeatedly in subsequent quarterly capital-deployment commentary alongside the Sanofi Ridgefield, New Jersey sterile fill-finish site purchase.

- **April 27, 2026 (accession 0000097745-26-000144, Form 10-Q Note 12, "Divestiture") — signed, not yet closed.** Thermo Fisher entered into an agreement to sell its microbiology business, part of the Specialty Diagnostics segment, to Astorg for approximately $1.075 billion, consisting of cash and a $50 million seller note. The sale is subject to customary closing conditions and applicable regulatory approvals and is expected to close in the third quarter of 2026. At June 27, 2026 the business carried $228 million of current assets, $760 million of long-term assets, $71 million of current liabilities, and $45 million of long-term liabilities. The Company's July 23, 2026 second-quarter earnings release noted that during the quarter ended June 27, 2026 it "announced the divestiture of our microbiology business."

## Financing activity

Thermo Fisher ran an active debt-issuance program across the period, largely to fund M&A and general corporate purposes:

- **October 7, 2025 (accession 0001140361-25-037501):** Issued $2.5 billion of senior notes in four tranches (4.200% due 2031, 4.473% due 2032, 4.794% due 2035, 4.894% due 2037) under its existing indenture; expected net proceeds of approximately $2.48 billion for general corporate purposes.

- **December 1, 2025 (accession 0001140361-25-043790):** Thermo Fisher Scientific (Finance I) B.V., an indirect wholly-owned finance subsidiary, issued €1.0 billion of Floating Rate Senior Notes due 2027 and €1.1 billion of 3.628% Senior Notes due 2035, both fully and unconditionally guaranteed by the parent; expected net proceeds of approximately €2.09 billion for general corporate purposes.

- **February 12, 2026 (accession 0001140361-26-005014):** Issued $3.8 billion of senior notes in four tranches (4.215% due 2031, 4.550% due 2033, 4.902% due 2036, 5.546% due 2046); expected net proceeds of approximately $3.76 billion, explicitly earmarked to help pay the cash consideration for the then-pending Clario acquisition.

Of these three offerings, only the February 2026 notes were explicitly earmarked for Clario: the October 2025 notes settled about three weeks before the Clario agreement was announced on October 29, 2025, and both the October 2025 and December 2025 offerings were stated to be for general corporate purposes.

## Management and governance

- **January 12, 2026 (accession 0001140361-26-000871):** Michel Lagarde (Executive Vice President and Chief Operating Officer since 2021) and Frederick M. Lowery (Executive Vice President since 2024) both notified the Company of their departures, effective March 31, 2026 and February 28, 2026 respectively. Effective March 1, 2026, Marc N. Casper became Chairman and Chief Executive Officer, Gianluca Pettiti was promoted to President and Chief Operating Officer, and Michael Shafer was promoted to an expanded role reporting directly to the CEO.

- **July 23, 2025 (accession 0000097745-25-000095):** Stephen Williamson, Senior Vice President and CFO, announced his retirement effective March 31, 2026. The Board appointed James R. Meyer, then Vice President, Financial Operations, to succeed Williamson as Senior Vice President and CFO effective March 1, 2026.

- **May 20, 2026 annual meeting (accession 0000097745-26-000117)** and **May 21, 2025 annual meeting (accession 0000097745-25-000069):** Routine director elections and auditor ratification (PricewaterhouseCoopers LLP) passed in both years. In both years, the non-binding advisory "say-on-pay" vote on named-executive-officer compensation was **not approved** by shareholders. At the 2025 meeting, a shareholder proposal to remove the one-year holding-period requirement to call a special meeting was also not approved.

## Not reflected in these filings

No Form 8-K carries a standalone Item 8.01 disclosure for the microbiology-business divestiture; its terms are instead disclosed in the Form 10-Q (see Mergers and acquisitions above). No material legal, regulatory, or going-concern matter appeared during the period — no Form 8-K carried an Item 1.03, 2.04, 2.06, or 4.02 disclosure (bankruptcy, default, impairment, or non-reliance on financials).