Statement of Changes in Beneficial Ownership (4)
May 10 2023 - 04:14PM
Edgar (US Regulatory)
FORM 4
☐ Check this
box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * CASPER MARC N |
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
__X__ Officer (give title
below) _____ Other
(specify below)
Chairman & CEO |
(Last)
(First)
(Middle)
168 THIRD AVENUE |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/8/2023
|
(Street)
WALTHAM, MA 02451 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
(City)
(State)
(Zip)
|
Rule 10b5-1(c) Transaction Indication
☒ Check this box to indicate
that a transaction was made pursuant to a contract, instruction or
written plan that is intended to satisfy the affirmative defense
conditions of Rule 10b5-1(c). See Instruction 10. |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
Common Stock |
5/8/2023 |
|
M(1) |
|
10000 |
A |
$157.68 |
151329.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
700 |
D |
$541.85 (2) |
150629.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
1793 |
D |
$542.91 (3) |
148836.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
3200 |
D |
$544.02 (4) |
145636.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
2828 |
D |
$544.81 (5) |
142808.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
600 |
D |
$545.71 (6) |
142208.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
379 |
D |
$548.12 (7) |
141829.53 |
D |
|
Common Stock |
5/8/2023 |
|
S(1) |
|
500 |
D |
$549.04 (8) |
141329.53 |
D |
|
Common Stock |
5/9/2023 |
|
M(1) |
|
1600 |
A |
$157.68 |
142929.53 |
D |
|
Common Stock |
5/9/2023 |
|
S(1) |
|
140 |
D |
$530.98 (9) |
142789.53 |
D |
|
Common Stock |
5/9/2023 |
|
S(1) |
|
704 |
D |
$534.59 (10) |
142085.53 |
D |
|
Common Stock |
5/9/2023 |
|
S(1) |
|
600 |
D |
$535.54 (11) |
141485.53 |
D |
|
Common Stock |
5/9/2023 |
|
S(1) |
|
156 |
D |
$536.52 (12) |
141329.53 |
D |
|
Common Stock |
|
|
|
|
|
|
|
2000 |
I |
By Alison Casper 2020 Irrevocable
Trust (13) |
Common Stock |
|
|
|
|
|
|
|
59155 |
I |
By Floral Park Associates,
Inc. |
Common Stock |
|
|
|
|
|
|
|
5000 |
I |
By MNC 2020 Irrevocable Trust (13) |
Common Stock |
|
|
|
|
|
|
|
3300 |
I |
By Spouse |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
Stock Option (Right to Buy) |
$157.68 |
5/8/2023 |
|
M |
|
|
10000 |
(14) |
2/28/2024 |
Common Stock |
10000 |
$0 |
64800 |
D |
|
Stock Option (Right to Buy) |
$157.68 |
5/9/2023 |
|
M |
|
|
1600 |
(14) |
2/28/2024 |
Common Stock |
1600 |
$0 |
63200 |
D |
|
Explanation of
Responses: |
(1) |
The transactions reported in
this Form 4 were effected pursuant to a Rule 10b5-1 trading plan
adopted by the reporting person on March 18, 2022. |
(2) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $541.37 to $542.31, inclusive.
The reporting person undertakes to provide to Thermo Fisher
Scientific Inc. ("TMO"), any security holder of TMO or the staff of
the Securities and Exchange Commission, upon request, full
information regarding the number of shares sold at each separate
price within the ranges set forth in footnotes (2), (3), (4), (5),
(6), (7), (8), (9), (10), (11) and (12) to this Form 4. |
(3) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $542.40 to $543.36,
inclusive. |
(4) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $543.43 to $544.42,
inclusive. |
(5) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $544.43 to $545.31,
inclusive. |
(6) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $545.44 to $546.07,
inclusive. |
(7) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $547.70 to $548.43,
inclusive. |
(8) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $548.99 to $549.12,
inclusive. |
(9) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $530.85 to $531.30,
inclusive. |
(10) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $534.08 to $534.96,
inclusive. |
(11) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $535.16 to $535.92,
inclusive. |
(12) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $536.42 to $536.70,
inclusive. |
(13) |
The reporting person
disclaims beneficial ownership of the securities reported herein as
indirectly beneficially owned, except to the extent of any
pecuniary interest therein. |
(14) |
The option vested in four
equal installments on February 28, 2018, 2019, 2020 and
2021. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
CASPER MARC N
168 THIRD AVENUE
WALTHAM, MA 02451 |
X |
|
Chairman & CEO |
|
Signatures
|
/s/ Melodie T. Morin, Attorney-in-Fact for Marc
N. Casper |
|
5/10/2023 |
**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 control number. |
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