02/17/2026 | Press release | Distributed by Public on 02/17/2026 18:31
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right-to-buy) | $617.2 | 02/12/2026 | A | 5,361 | (6) | 02/11/2036 | Common Stock | 5,361 | $ 0 | 5,361 | D | ||||
| Incentive Stock Option (right-to-buy) | $617.2 | 02/12/2026 | A | 162 | (7) | 02/11/2036 | Common Stock | 162 | $ 0 | 162 | D | ||||
| Restricted Stock Unit | (8) | 02/12/2026 | A | 1,262 | (8) | (8) | Common Stock | 1,262 | $ 0 | 1,262 | D | ||||
| Restricted Stock Unit | (9) | 02/12/2026 | A | 1,620 | (9) | (9) | Common Stock | 1,620 | $ 0 | 1,620 | D | ||||
| Restricted Stock Unit | (10) | 02/14/2026 | M | 367 | (10) | (10) | Common Stock | 367 | $ 0 | 1,101 | D | ||||
| Restricted Stock Unit | (11) | 02/14/2026 | M | 204 | (11) | (11) | Common Stock | 204 | $ 0 | 0 | D | ||||
| Restricted Stock Unit | (12) | 02/14/2026 | M | 220 | (12) | (12) | Common Stock | 220 | $ 0 | 220 | D | ||||
| Restricted Stock Unit | (13) | 02/14/2026 | M | 301 | (13) | (13) | Common Stock | 301 | $ 0 | 602 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Lane Michael ONE IDEXX DRIVE WESTBROOK, ME 04092 |
Executive Vice President | |||
| /s/ Lily J. Lu, Attorney-in-Fact for Michael Lane | 02/17/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Includes a total of 21 shares purchased under the Issuer Employee Stock Purchase Plan ('ESPP') on September 30, 2025 and December 31, 2025. There are a total of 252.944 shares held in the ESPP which has been increased by 0.005 shares due to a rounding calculation of previously issued fractional shares. |
| (2) | Represents Restricted Stock Units ('RSU') that were granted on February 14, 2025, were deferred in accordance with the Issuer's Deferred Compensation Plan and have vested. Upon vesting, these RSUs were recorded in an account under such Plan and represents a contingent right to receive one share of Issuer common stock that is payable as soon as practicable after the reporting person's termination of employment with the Issuer. |
| (3) | Closing price of Issuer common stock on Nasdaq Global Select Market on February 13, 2026. |
| (4) | Includes 367 vested but deferred RSUs. |
| (5) | Held by the reporting person's spouse in an IRA account. The reporting person disclaims beneficial ownership of the shares of common stock held by his spouse except to the extent of his pecuniary interest therein. |
| (6) | Grant of option to buy shares of Issuer common stock that becomes exercisable in four annual installments beginning February 14, 2027. |
| (7) | Grant of option to buy shares of Issuer common stock that becomes exercisable in one installment on February 14, 2030. |
| (8) | Grant of RSUs that upon vesting, will be deferred and recorded in an account under the Issuer's Deferred Compensation Plan. This RSU grant vests in four annual installments, beginning February 14, 2027. |
| (9) | Grant of RSUs that upon vesting, will be deferred and recorded in an account under the Issuer's Deferred Compensation Plan. This RSU grant vests in three annual installments, beginning February 14, 2027. |
| (10) | Represents RSUs that were granted on February 14, 2025 and deferred in accordance with the Issuer's Deferred Compensation Plan and represents a contingent right to receive one share of Issuer common stock vesting in four annual installments, beginning February 14, 2026. Upon vesting, each such RSU will be recorded in an account under such Plan. |
| (11) | Each RSU represents a contingent right to receive one share of Issuer common stock that vested in four annual installments, beginning February 14, 2023. |
| (12) | Each RSU represents a contingent right to receive one share of Issuer common stock and vests in four annual installments, beginning February 14, 2024. |
| (13) | Each RSU represents a contingent right to receive one share of Issuer common stock and vests in four annual installments beginning on February 14, 2025. |