8-K
METTLER TOLEDO INTERNATIONAL INC/ (MTD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): | August 1, 2023 |
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Mettler Toledo International Inc
(Exact name of registrant as specified in its charter)
| Delaware | File No. | 001-13595 | 13-3668641 | |||||
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| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | 1900 Polaris Parkway | |||||
| --- | --- | --- | --- | |||||
| Columbus | OH | |||||||
| and<br><br>Im Langacher, P.O. Box MT-100<br><br>CH Greifensee, Switzerland | 43240 | and 8606 | ||||||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 1-614-438-4511 and +41-44-944-22-11
| (Former name or former address, if changed since last report.) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value | MTD | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 1, 2023, the Board of Directors of Mettler-Toledo International Inc. (the "Company") announced it has appointed Wolfgang Wienand as a director of the Company, effective November 1, 2023, and determined Dr. Wienand qualifies as an "independent director" for purposes of the New York Stock Exchange listing standards.
Dr. Wienand’s compensation for his services as a director will be consistent with that of the Company's other independent directors, as described in the Company's annual proxy statement filed with the Securities Exchange Commission on March 15, 2023. There are no arrangements or understandings between Dr. Wienand and any other persons pursuant to which Dr. Wienand was selected as a director, and there are no transactions in which Dr. Wienand has an interest requiring disclosure under Item 404(a) of Regulation S-K.
On August 1, 2023, the Company issued a press release announcing Dr. Wienand’s appointment. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.
The Board of Directors resolved to increase its size from eight people to nine people, effective November 1, 2023.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release, dated August 1, 2023, issued by Mettler-Toledo International Inc. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document).* |
| *Submitted electronically with this Report in accordance with the provisions of Regulation S-T. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| METTLER-TOLEDO INTERNATIONAL INC. | ||
|---|---|---|
| Date: August 1, 2023 | By: | /s/ Michelle M. Roe |
| Michelle M. Roe | ||
| General Counsel |
Document
| FOR IMMEDIATE RELEASE | Exhibit 99.1 |
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METTLER-TOLEDO INTERNATIONAL INC.
WOLFGANG WIENAND TO JOIN METTLER TOLEDO BOARD OF DIRECTORS
COLUMBUS, Ohio, USA – August 1st, 2023 – Mettler-Toledo International Inc. (NYSE: MTD) announced today that Dr. Wolfgang Wienand has been appointed to its Board of Directors, effective November 1st, 2023.
Dr. Wienand is the Chief Executive Officer of Siegfried Holding AG (SIX: SFZN), a global leader in contract development and manufacturing (CDMO) for the pharmaceutical industry. He joined Siegfried in 2010 as Member of the Executive Committee, initially serving as Chief Scientific Officer, then as Chief Strategy Officer and later holding both positions in parallel before becoming CEO in 2019. Prior to Siegfried, Dr. Wienand held senior management positions at Evonik Industries AG, a leading global specialty chemicals company.
Robert F. Spoerry, Chair of the Board, stated, “Wolfgang brings highly relevant experience as the CEO of a very successful services provider to the pharmaceutical industry, a key end market for METTLER TOLEDO. His significant experience as CEO and leading global strategy and innovation, process development, and manufacturing, will provide very valuable perspectives to our business. We welcome Wolfgang and look forward to his contributions to our Board.”
METTLER TOLEDO (NYSE: MTD) is a leading global supplier of precision instruments and services. We have strong leadership positions in all of our businesses and believe we hold global number-one market positions in most of them. We are recognized as an innovation leader and our solutions are critical in key R&D, quality control and manufacturing processes for customers in a wide range of industries including life sciences, food, and chemicals. Our sales and service network is one of the most extensive in the industry. Our products are sold in more than 140 countries and we have a direct presence in approximately 40 countries. With proven growth strategies and a focus on execution, we have achieved a long-term track record of strong financial performance. For more information, please visit www.mt.com.
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