BIO-RAD LABORATORIES, INC., DEF 14A filed on 3/25/2026
Proxy Statement (definitive)
v3.26.1
Cover
12 Months Ended
Dec. 31, 2025
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name Bio-Rad Laboratories, Inc.
Entity Central Index Key 0000012208
v3.26.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended 24 Months Ended 36 Months Ended 48 Months Ended 60 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2025
Pay vs Performance Disclosure                  
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE TABLE
The following table sets forth information concerning the compensation of our NEOs for each of the fiscal years ended December 31, 2021, 2022, 2023, 2024, and 2025, and our financial performance for each such fiscal year:
(a)(b)(c)(d)(e)(f)(g)(h)
(i)
Value of Initial Fixed $100
Investment Based on:
 
YearSummary
Compensation
Table Total for
CEO
($)
Compensation
Actually Paid
to CEO
($)
(1)
Average
Summary
Compensation
Table Total for
Non-CEO
NEOs
($)
Average
Compensation
Actually Paid
to Non-CEO
NEOs
($)
(1)
Total
Shareholder
Return
($)
Peer Group
Total
Shareholder
Return
($)
(2)
Net Income
($)
Operating
Income
($)
(3)
20257,995,841 7,259,928 2,990,695 2,937,660 51.98 105.15 759,913,156 47,111,410 
20248,289,471 8,615,470 3,140,343 3,189,259 56.35 100.05 (1,844,200,000)269,000,000 
20237,463,878 1,024,738 2,537,102 (2,078,375)55.39 103.66 (637,324,000)337,796,000 
20227,527,985 (5,584,118)2,613,905 (118,708)72.13 106.95 (3,627,535,000)482,616,000 
20218,695,925 20,352,010 3,192,227 4,960,520 129.61 138.73 4,254,257,000 500,336,000 
               
Company Selected Measure Name Operating Income                
Named Executive Officers, Footnote Amounts represent compensation actually paid to our chief executive officer (CEO) and the average compensation actually paid to our remaining NEOs for the relevant fiscal year, as determined under SEC rules (and described below), which includes the individuals indicated in the table below for each fiscal year:
YearCEONon-CEO NEOs
2025Norman SchwartzRoop K. Lakkaraju, Jonathan P. DiVincenzo, Rajat Mehta and James Barry
2024Norman SchwartzRoop K. Lakkaraju, Jonathan P. DiVincenzo, Michael Crowley, and Eva Anette Engelhardt
2022 and 2023Norman SchwartzIlan Daskal, Andrew J. Last, Dara Grantham Wright, and Simon May
2021Norman SchwartzIlan Daskal, Andrew J. Last, Dara Grantham Wright, and Michael Crowley
               
Peer Group Issuers, Footnote For the relevant fiscal year, represents the cumulative TSR (the “Peer Group TSR”) of the S&P 500 Life Sciences Tools & Services Index (the “Peer Group”).                
PEO Total Compensation Amount $ 7,995,841 $ 8,289,471 $ 7,463,878 $ 7,527,985 $ 8,695,925        
PEO Actually Paid Compensation Amount $ 7,259,928 8,615,470 1,024,738 (5,584,118) 20,352,010        
Adjustment To PEO Compensation, Footnote
Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for fiscal year 2025, as adjusted as follows:
2025
Adjustments
CEO

Average Non-CEO NEOs
Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY(6,315,549)

(2,044,387)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End6,812,966 

2,151,262 
Increase/deduction for Awards Granted during Prior FYs that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End(716,957)

(115,558)
Increase/deduction for Awards Granted during Prior FYs that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date(516,373)

(44,351)
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End

TOTAL ADJUSTMENTS(735,913)

(53,034)
Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (i) for RSU awards, the closing price per share on the applicable year-end date(s) or, in the case of vesting dates, the closing price per share on the applicable vesting date(s); (ii) for PSU awards, the same valuation methodology as RSU awards above except that the year-end values are multiplied by the probability of achievement of the applicable performance objective as of the applicable date; and (iii) for stock options, a Black Scholes value as of the applicable year-end or vesting date(s), determined based on the same methodology as used to determine grant date fair value but using the closing stock price on the applicable revaluation date as the current market price and an expected life calculated by taking the difference between the expected life as of the grant date and the time since the grant date and dividing the result by the stock-to-strike ratio as of the revaluation date. Volatility and risk-free interest rates are determined as of the revaluation date based on the expected life period. The expected dividend rate used is 0%. For additional information on the assumptions used to calculate the valuation of the awards, see the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and prior fiscal years.
               
Non-PEO NEO Average Total Compensation Amount $ 2,990,695 3,140,343 2,537,102 2,613,905 3,192,227        
Non-PEO NEO Average Compensation Actually Paid Amount $ 2,937,660 3,189,259 (2,078,375) (118,708) 4,960,520        
Adjustment to Non-PEO NEO Compensation Footnote
Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for fiscal year 2025, as adjusted as follows:
2025
Adjustments
CEO

Average Non-CEO NEOs
Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY(6,315,549)

(2,044,387)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End6,812,966 

2,151,262 
Increase/deduction for Awards Granted during Prior FYs that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End(716,957)

(115,558)
Increase/deduction for Awards Granted during Prior FYs that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date(516,373)

(44,351)
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End

TOTAL ADJUSTMENTS(735,913)

(53,034)
Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (i) for RSU awards, the closing price per share on the applicable year-end date(s) or, in the case of vesting dates, the closing price per share on the applicable vesting date(s); (ii) for PSU awards, the same valuation methodology as RSU awards above except that the year-end values are multiplied by the probability of achievement of the applicable performance objective as of the applicable date; and (iii) for stock options, a Black Scholes value as of the applicable year-end or vesting date(s), determined based on the same methodology as used to determine grant date fair value but using the closing stock price on the applicable revaluation date as the current market price and an expected life calculated by taking the difference between the expected life as of the grant date and the time since the grant date and dividing the result by the stock-to-strike ratio as of the revaluation date. Volatility and risk-free interest rates are determined as of the revaluation date based on the expected life period. The expected dividend rate used is 0%. For additional information on the assumptions used to calculate the valuation of the awards, see the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and prior fiscal years.
               
Compensation Actually Paid vs. Total Shareholder Return
Compensation Actually Paid vs. Total Shareholder Return
577
03 BIOPRO013912_legend_CEO.jpg
Compensation Actually Paid (CEO)
03 BIOPRO013912_legend_NEO.jpg
Avg. Compensation Actually Paid (Non-CEO NEO)
03 BIOPRO013912_legend_TSR.jpg
Company TSR
03 BIOPRO013912_legend_S&P.jpg
Peer Group TSR
               
Compensation Actually Paid vs. Net Income
Compensation Actually Paid vs. Net Income
623
03 BIOPRO013912_legend_CEO.jpg
Compensation Actually Paid (CEO)
03 BIOPRO013912_legend_TSR.jpg
Net Income (billions)
03 BIOPRO013912_legend_NEO.jpg
Avg. Compensation Actually Paid (Non-CEO NEO)
               
Compensation Actually Paid vs. Company Selected Measure
Compensation Actually Paid vs. Operating Income
675
03 BIOPRO013912_legend_CEO.jpg
Compensation Actually Paid (CEO)
03 BIOPRO013912_legend_TSR.jpg
Operating Income (millions)
03 BIOPRO013912_legend_NEO.jpg
Avg. Compensation Actually Paid (Non-CEO NEO)
               
Tabular List, Table
 02_BIO_PXY_2026_Arrow Marker.jpg 
PAY VERSUS PERFORMANCE TABULAR LIST
We believe the following performance measures represent the most important financial performance measures used by us to link compensation actually paid to our NEOs for the fiscal year ended December 31, 2025:
Operating Income; and
Sales.
For additional details regarding our most important financial performance measures, please see the sections titled “Incentive Bonus Plan, or IBP (Cash-Based Incentive Program)” and “Equity Compensation” in our Compensation Discussion and Analysis (CD&A) elsewhere in this Proxy Statement.
               
Total Shareholder Return Amount         129.61 $ 72.13 $ 55.39 $ 56.35 $ 51.98
Peer Group Total Shareholder Return Amount         138.73 $ 106.95 $ 103.66 $ 100.05 $ 105.15
Net Income (Loss) $ 759,913,156 $ (1,844,200,000) $ (637,324,000) $ (3,627,535,000) $ 4,254,257,000        
Company Selected Measure Amount 47,111,410 269,000,000 337,796,000 482,616,000 500,336,000        
PEO Name Norman Schwartz Norman Schwartz Norman Schwartz Norman Schwartz Norman Schwartz        
Measure:: 1                  
Pay vs Performance Disclosure                  
Name Operating Income                
Non-GAAP Measure Description Operating Income is a GAAP measure. We selected operating income as the Company Selected Measure because, among other things, operating income is a significantly weighted measure under our cash based-incentive bonus plan.                
Measure:: 2                  
Pay vs Performance Disclosure                  
Name Sales                
PEO                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount $ (735,913)                
PEO | Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (6,315,549)                
PEO | Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount 6,812,966                
PEO | Increase/deduction for Awards Granted during Prior FYs that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (716,957)                
PEO | Increase/deduction for Awards Granted during Prior FYs that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (516,373)                
PEO | Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount 0                
Non-PEO NEO                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (53,034)                
Non-PEO NEO | Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (2,044,387)                
Non-PEO NEO | Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount 2,151,262                
Non-PEO NEO | Increase/deduction for Awards Granted during Prior FYs that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (115,558)                
Non-PEO NEO | Increase/deduction for Awards Granted during Prior FYs that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount (44,351)                
Non-PEO NEO | Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End [Member]                  
Pay vs Performance Disclosure                  
Adjustment to Compensation, Amount $ 0                
v3.26.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2025
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
Generally, at a regularly scheduled Compensation Committee meeting during the first half of our fiscal year, the Compensation Committee will review the recommended dollar value of long-term equity grants to our named executive officers. Then, the Board will meet to approve equity grants, typically in the first half of the year for awards of options, and typically in the second half of the year for awards of RSUs. Awards are neither timed to relate to the price of our stock nor to correspond with the release of material non-public information, although grants are generally made when our trading window is open. Grants to current employees generally are effective on or after the date of the Board meeting approving such grants, although the Board may delay the grant date until a date that is in an open trading window if the Board meeting where grants are approved occurs during a closed trading window. Grants to new employees, including potential NEOs, are typically made at the next regularly scheduled Board meeting following the employee’s start date. During fiscal year 2025, we did not grant stock options, stock appreciation rights, or similar option-like instruments to our named executive officers during the four business days prior to or the one business day following the filing of our periodic reports or the filing or furnishing of a Form 8-K that discloses material nonpublic information.
Award Timing Method typically in the first half of the year for awards of options, and typically in the second half of the year for awards of RSUs. Awards are neither timed to relate to the price of our stock nor to correspond with the release of material non-public information, although grants are generally made when our trading window is open. Grants to current employees generally are effective on or after the date of the Board meeting approving such grants, although the Board may delay the grant date until a date that is in an open trading window if the Board meeting where grants are approved occurs during a closed trading window. Grants to new employees, including potential NEOs, are typically made at the next regularly scheduled Board meeting following the employee’s start date.
Award Timing Predetermined true
Award Timing MNPI Considered true
Award Timing, How MNPI Considered Awards are neither timed to relate to the price of our stock nor to correspond with the release of material non-public information, although grants are generally made when our trading window is open.
MNPI Disclosure Timed for Compensation Value false
v3.26.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true