Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 21, 2025, Mettler-Toledo International Inc. (the "Company") and Marc de La Guéronnière (the "Executive") entered into an amendment (the "Amendment") to the Executive's existing employment agreement, dated January 27, 2011. The Amendment contemplates that the 2026 calendar year will be a transition year in advance of the Executive's potential retirement at the end of 2026. Accordingly, the Amendment provides that the Executive will provide services to the Company in 2026 at fifty percent of the rate of his prior full-time commitment and that his duties may be transitioned to other employees from time to time during the year.
Pursuant to the Amendment, the Executive's annual base salary will be adjusted to EUR 140,000 gross per annum for 2026 (subject to adjustment in April 2026). The Amendment further provides that for 2026, the Executive will be eligible to participate in the same bonus plan that he participated in during 2025, subject to a fifty percent pro rata payout (if the bonus plan has a payout) of his adjusted base salary for 2026 (taking into account any discretionary increase in base salary). Further, the Amendment provides that for 2026 the Executive will be eligible for an additional bonus of EUR 150,000, payment of which will be based on the successful transition of the Executive's duties and responsibilities (as determined by the Company) and which will be payable, to the extent earned, in January 2027. The Executive acknowledges in the Amendment that he will not be receiving additional equity compensation grants from the Company in 2026, but that he will continue to vest in the ordinary course in prior grants during his employment.
The description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached to this report as Exhibit 10.1 and incorporated herein by reference.