THERMO FISHER SCIENTIFIC INC. (NYSE:TMO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Compensatory Arrangements of Certain Officers

On February27, 2018, the Compensation Committee of the Board of Directors (the “Compensation Committee”) established a target cash bonus amount for each of the Company’s executive officers, as well as performance metrics and goals for the Company under the Company’s annual cash incentive program for 2018. The target cash bonus amount for each executive, which is a percentage of base salary (ranging from 90% to 200%, including 200% for Marc N. Casper, President and Chief Executive Officer, 90% for Stephen Williamson, Senior Vice President and Chief Financial Officer, and 110% for Mark P. Stevenson, Executive Vice President and Chief Operating Officer), was determined by the Compensation Committee based on the salary level and position of such executive within the Company. The performance metrics and goals are based on (a)(70%) financial measures for the Company, comprised of (i)growth in revenue (adjusted for the impact of acquisitions and divestitures and for foreign currency changes) (35%), (ii)earnings (adjusted for restructuring charges and certain other items of income or expense) before interest, taxes and amortization as a percentage of revenue at varying percentages of organic revenue growth (15%), (iii) earnings (adjusted for restructuring charges and certain other items of income or expense) per share (15%) and (iv) operating cash flow (adjusted for capital expenditures and operating cash flows from discontinued operations) (5%) and (b)(30%) non-financial measures of such executives’ contributions to the achievement of certain business objectives of the Company. For each of the financial measures, the Company’s actual performance will be measured relative to the Company’s internal operating plan for 2018, and the Committee will have the option of considering the impact of macro-economic factors, including foreign exchange. After giving effect to the weighting of the performance metrics and individual performance, a range of performance for the financial and non-financial measures, corresponding to a multiplier of 0 to 2, will be applied to the target cash bonus amounts.

About THERMO FISHER SCIENTIFIC INC. (NYSE:TMO)

Thermo Fisher Scientific Inc. develops, manufactures and sells a range of products. The Company is a provider of analytical instruments, equipment, reagents and consumables, software and services for research, manufacturing, analysis, discovery and diagnostics. The company operates through four segments: Life Sciences Solutions, Analytical Instruments, Specialty Diagnostics, and Laboratory Products and Services. Through the Life Sciences Solutions segment, it provides reagents, instruments and consumables used in biological and medical research, discovery and production of new drugs and vaccines, as well as diagnosis of disease. Through the Analytical Instruments segment, it provides instruments, consumables, software and services. The Specialty Diagnostics segment offers diagnostic test kits, reagents, culture media, instruments and associated products. The Laboratory Products and Services segment offers self-manufactured and sourced products for the laboratory.