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): | November 23, 2022 |
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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 November 21, 2022, Olivier Filliol notified Mettler-Toledo International Inc. (the “Company”) that he will not stand for re-election at the Annual Meeting of Shareholders of the Company to be held in May 2023 (“Annual Meeting”). Mr. Filliol’s decision to not stand for re-election was not related to any disagreement with the Company on any matter relating to its operations, policies, practices, or any issues regarding financial disclosures, accounting, or legal matters.
On November 23, 2022, the Company issued a related press release. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.
In connection with the above, the shareholders will vote to elect eight directors at the Annual Meeting.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release, dated November 23, 2022, 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. | ||
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| Date: November 23, 2022 | 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.
METTLER TOLEDO ANNOUNCES CHANGE TO BOARD OF DIRECTORS
COLUMBUS, Ohio, USA – November 23, 2022 – Mettler-Toledo International Inc. (NYSE: MTD) announced today that Olivier Filliol informed the Company that he will not stand for re-election to the Board of Directors in May 2023. Mr. Filliol joined the Board in 2009 and served as President and CEO from January 1, 2008 through March 31, 2021.
Robert F. Spoerry, Chair of the Board, stated, “We want to sincerely thank Olivier for his many highly valuable contributions, and we are grateful for the unique expertise that he has brought to the Company. Olivier was instrumental in ensuring a successful CEO transition to Patrick Kaltenbach, which positions the Company well to continue its successful track record. We are especially thankful for Olivier's service and great dedication over the last twenty-five years.”
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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