4: Statement of changes in beneficial ownership of securities
Published on February 17, 2026
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIPFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
IDEXX LABORATORIES INC /DE [ IDXX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 02/12/2026 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 02/14/2026 | M | 92 | A | $0 | 11,396.351(1) | D | |||
| Common Stock | 02/14/2026 | M | 94 | A | $0 | 11,490.351 | D | |||
| Common Stock | 02/14/2026 | M | 301 | A | $0 | 11,791.351 | D | |||
| Common Stock | 02/14/2026 | M | 184 | A | $0 | 11,975.351 | D | |||
| Common Stock | 02/14/2026 | M | 1,508 | A | $0 | 13,483.351 | D | |||
| Common Stock | 02/14/2026 | M | 184(2) | A | $0 | 13,667.351 | D | |||
| Common Stock | 02/14/2026 | F | 974 | D | $629.35(3) | 12,693.351(4) | D | |||
| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit | (5) | 02/12/2026 | A | 4,739 | (5) | (5) | Common Stock | 4,739 | $0 | 4,739 | D | ||||
| Restricted Stock Unit | (6) | 02/12/2026 | A | 1,580 | (6) | (6) | Common Stock | 1,580 | $0 | 1,580 | D | ||||
| Restricted Stock Unit | (7) | 02/14/2026 | M | 184 | (7) | (7) | Common Stock | 184 | $0 | 550 | D | ||||
| Restricted Stock Unit | (8) | 02/14/2026 | M | 92 | (8) | (8) | Common Stock | 92 | $0 | 0 | D | ||||
| Restricted Stock Unit | (9) | 02/14/2026 | M | 94 | (9) | (9) | Common Stock | 94 | $0 | 94 | D | ||||
| Restricted Stock Unit | (10) | 02/14/2026 | M | 301 | (10) | (10) | Common Stock | 301 | $0 | 602 | D | ||||
| Restricted Stock Unit | (11) | 02/14/2026 | M | 184 | (11) | (11) | Common Stock | 184 | $0 | 550 | D | ||||
| Restricted Stock Unit | (12) | 02/14/2026 | M | 1,508 | (12) | (12) | Common Stock | 1,508 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. Includes 17.386 shares purchased under the Issuer Employee Stock Purchase Plan ('ESPP') on September 30, 2025 and December 31, 2025. There are a total of 137.351 shares held in the ESPP which has been reduced by 0.005 shares due to a rounding calculation of previously issued fractional shares. |
| 2. 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 separation of service with the Issuer or a date specified by the reporting person. |
| 3. Closing price of Issuer common stock on Nasdaq Global Select Market on February 13, 2026. |
| 4. Includes 184 vested but deferred RSUs. |
| 5. Each RSU represents a contingent right to receive one share of Issuer common stock that vests in four annual installments, beginning February 14, 2027. |
| 6. 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. |
| 7. 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. |
| 8. Each RSU represents a contingent right to receive one share of Issuer common stock that vested in four annual installments beginning on February 14, 2023. |
| 9. Each RSU represents a contingent right to receive one share of Issuer common stock and vests in four annual installments beginning on February 14, 2024. |
| 10. 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. |
| 11. Each RSU represents a contingent right to receive one share of Issuer common stock and vests in four annual installments, beginning February 14, 2026. |
| 12. Each RSU represents a contingent right to receive one share of Issuer common stock and vested in one installment on February 14, 2026. |
| Remarks: |
| /s/ Lily J. Lu, Attorney-in-Fact for Michael G. Erickson | 02/17/2026 | |
| ** Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.