Form 8-K

8-K — Avantor, Inc.

Accession: 0000947871-26-000877

Filed: 2026-09-21

Period: 2026-09-17

CIK: 0001722482

SIC: 3826 (LABORATORY ANALYTICAL INSTRUMENTS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ss6842956_8k.htm (Primary)

EX-10.1 — EMPLOYMENT LETTER (ss6842956_1001.htm)

EX-99.1 — PRESS RELEASE (ss6842956_ex9901.htm)

GRAPHIC (image_001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — CURRENT REPORT

8-K (Primary)

Filename: ss6842956_8k.htm · Sequence: 1

false

0001722482

0001722482

2026-09-17

2026-09-17

0001722482

AVTR:CommonStock0.01ParValueMember

2026-09-17

2026-09-17

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

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):

September 17, 2026

Avantor, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-38912

82-2758923

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

Radnor Corporate Center, Building One, Suite 200

100 Matsonford Road

Radnor, Pennsylvania 19087

(Address of principal executive offices, including

zip code)

(610) 386-1700

(Registrant’s telephone number, including

area code)

Not Applicable

(Former name

or former address, if changed since last report)

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)

☐

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(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

AVTR

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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange

Act of 1934 (§240.12b-2 of this chapter).

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 September 21, 2026, Avantor,

Inc. (the “Company”), announced the appointment of Todd Garner as Executive Vice President and Chief Financial Officer, effective

as of September 21, 2026 (the “Commencement Date”). Upon the Commencement Date, Mr. Garner will become a member of the Company’s

Executive Leadership Team and serve as its principal financial officer.

Prior to joining the Company,

Mr. Garner, age 57, served as Executive Vice President and Chief Financial Officer of CONMED Corporation, a medical technology company,

from January 2018 until March 2026. Prior to that, Mr. Garner served in several roles at C.R. Bard, Inc, a specialty medical products

company, from 2003 until 2017, including Vice President, Investor Relations from 2011 until 2017, Vice President, Controller (Division

Chief Financial Officer) from 2007 until 2011, Director of Financial Reporting from 2005 to 2007, and Controller of the Reynosa Operations

from 2003 to 2005. Mr. Garner holds a bachelor’s degree in accounting from Brigham Young University and an MBA from the University

of Texas – Rio Grande Valley. Mr. Garner is also a Certified Public Accountant.

In connection with the appointment

of Mr. Garner as Executive Vice President and Chief Financial Officer, on September 17, 2026, the Company entered into an employment letter

agreement (the “Employment Letter”) with Mr. Garner. Pursuant to the Employment Letter, Mr. Garner’s annual base salary

is $700,000 and he is eligible to participate in the Company’s incentive-based annual cash program beginning in 2026, pro-rated

based on his start date, with an annual target bonus opportunity of 80% of his annual base salary. Mr. Garner will also receive a one-time

cash signing bonus of $150,000, subject to certain repayment obligations in the event of his departure prior to the one-year anniversary

of the Commencement Date.

The Employment Letter also provides

for an initial long-term equity grant under the Company’s 2019 Equity Incentive Plan (the “Plan”) in the target amount

of $1,500,000, half of which will be granted in the form of restricted stock units and half will be granted in the form of stock options

issued at a 10% premium to the closing price of a share of the Company’s common stock on the grant date. The stock options will

vest ratably over three years, and the restricted stock units will vest ratably over two years, in each case, subject to the Plan’s

terms and conditions. In future years, Mr. Garner will be eligible to participate in the Company’s long-term incentive program,

with a target annual grant of $3,000,000, allocated in the same manner applicable to all members of the Company’s Executive Leadership

Team.

Mr. Garner will also be eligible

to participate in the Company’s Executive Severance and Change in Control Plan, which is described in the Company’s current

report on Form 8-K, filed with the Securities and Exchange Commission on May 12, 2025, and a copy of which will be filed with the Company’s

quarterly report on Form 10-Q for the quarter ending June 30, 2026.

The foregoing description of

the Employment Letter is a summary only and does not purport to be complete and is qualified in its entirety by reference to the full

text, a copy of which is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference.

The Company confirms that (1)

there is no arrangement or understanding between Mr. Garner and any other person pursuant to which he was appointed as Executive Vice

President and Chief Financial Officer, (2) there is no family relationship between Mr. Garner and any director or executive officer of

the Company, and (3) there are no transactions involving Mr. Garner that would require disclosure under Item 404(a) of Regulation S-K.

Upon the Commencement Date,

Steven Eck, the Company’s Senior Vice President, Interim Chief Financial Officer and Chief Accounting Officer, will cease serving

as the Interim Chief Financial Officer, but will continue in his position as Senior Vice President and Chief Accounting Officer.

Item 7.01. Regulation FD Disclosure.

On September 21, 2026, the Company

issued a press release announcing the appointment of Mr. Garner. A copy of the press release is furnished herewith as Exhibit No. 99.1

to this Current Report on Form 8-K and incorporated herein by reference. The information in this Item 7.01, including Exhibit 99.1, is

furnished and shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange

Act”), or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any

filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific

reference in such a filing.

Item 9.01. Financial Statements

and Exhibits.

(d) Exhibits.

Exhibit No.

Description

10.1

Employment Letter, dated September 17, 2026 between the Company and Todd Garner

99.1

Press Release, dated September 21, 2026

104

The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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.

Avantor, Inc.

Date: September 21, 2026

By:

/s/  Claudius O. Sokenu

Name:   Claudius O. Sokenu

Title:  Executive Vice President, Chief Legal and Compliance

Officer and Secretary

EX-10.1 — EMPLOYMENT LETTER

EX-10.1

Filename: ss6842956_1001.htm · Sequence: 2

EXHIBIT 10.1

VWR MANAGEMENT SERVICES, LLC

Radnor Corporate Center

Building One, Suite 200

100 Matsonford Road, Radnor, PA 19087

September 17, 2026

Todd Garner

Via electronic mail

RE: Employment Letter Agreement

Dear Todd:

The following Letter Agreement contains the terms of employment of Todd Garner (“you” or “Executive”) with VWR

Management Services, LLC, effective as of the date hereof, under which you will provide services to Avantor, Inc. and its various affiliates.

As used herein, “Avantor” or “Company” shall collectively refer to VWR Management Services, LLC, Avantor, Inc.

and all of their various affiliates.

Position:

Executive Vice President and Chief Financial Officer

Start Date:

Currently anticipated to be September 21, 2026, contingent

upon your proof of right to work lawfully in the United States and successful completion of background screening.

Base Salary:

$700,000 per year, payable in installments on Avantor’s regular payroll dates.

Duties:

You will serve as a member of Avantor’s Leadership

Team. In addition, you will perform such duties, functions and responsibilities during your employment as reasonably and lawfully directed

by the Chief Executive Officer and commensurate with your position.

Reporting:

You will report solely and directly to the Chief Executive

Officer of Avantor.

Office Location:

Your office will be located remotely in Alpine, UT, until a permanent Avantor Headquarters is confirmed.

Annual Bonus:

You are eligible

to participate in Avantor’s Incentive Compensation Plan (ICP) with an annual target bonus of 80% of Base Salary. Your 2026 annual

bonus will be prorated based on the number of days worked for the calendar year. The actual bonus payout is not guaranteed, and the amount

may vary based on several factors, including business results and your individual performance. Payment is subject to your continued employment

with the Company through the date that such payment is otherwise made to all similarly situated Avantor executives.

1

Sign-on Cash Award:

Avantor agrees to pay you a one-time cash bonus of

$150,000 (“Signing Bonus”). The Signing Bonus is subject to all required taxes and withholdings, to be paid no later than

thirty (30) days from your date of hire. If you leave the Company voluntarily (e.g., for any reason except “Good Reason” as

defined in the Executive Severance Plan (as defined below)) within twelve (12) months of receipt, you must repay the Signing Bonus to

Avantor in full upon the effective date of your termination; provided, however, that no repayment shall be required if your employment

terminates as a result of your death or Disability (as defined in the Executive Severance Plan).

Sign-on Equity Award:

You will be eligible to receive a new hire equity

award under the Avantor, Inc. 2019 Equity Incentive Plan, as may be amended from time to time (the “Incentive Plan”).

The targeted value of this award is $1,500,000 and will be allocated 50% in restricted stock units (“RSUs”) and 50% in stock

options priced at a 10% premium to the market price on the date of grant (“Premium-Priced Stock Options”). The RSUs will vest

50% each year over two years on the grant date anniversary and the Premium-Priced Stock Options will vest 33% each year over three years

on the grant date anniversary, subject to your continued employment through each of the applicable vesting dates.

Notwithstanding the foregoing or anything to the contrary

in the Incentive Plan or applicable award agreement, if your employment is terminated by the Company without Cause or by you for Good

Reason (each as defined in the Executive Severance Plan), then (i) the portion of the RSUs scheduled to vest on or prior to the first

anniversary of the termination date will receive credit for service vesting through the first anniversary of the termination date, and

(ii) the portion of the Premium-Priced Stock Options scheduled to vest on or prior to the first anniversary of the termination date will

receive credit for service vesting through the first anniversary of the termination date.

The number of RSUs and Premium-Priced Stock Options

to be awarded will be calculated based on the closing price of Avantor’s common stock on your start date in accordance with the

Company’s equity valuation practices.

2

Future Equity Awards:

Beginning in 2027, you will be eligible to participate in the annual equity grant process with an annual target fair market value of $3,000,000. The 2027 equity value granted to you is subject to satisfactory performance, in accordance with Company policy and the terms of the Incentive Plan and the applicable award agreement(s) granted thereunder.

Benefits:

You will be eligible to participate in all vacation, health, welfare, and other similar benefits available to similarly situated employees of Avantor. You will be eligible for four (4) weeks of paid time off (PTO) per calendar year.

Relocation Assistance:

You are eligible for relocation under the terms of the Avantor Relocation Policy. Details of the benefits associated with this policy will be provided separately.

Service on

Other Boards:

During

your employment with the Company, you shall render your full-time attention to the business affairs of the Company. You may serve on

the board of directors of other entities only as expressly approved in advance by the Chief Executive Officer in writing, or in absence

of such, by the Board of Directors of Avantor in its discretion.

Termination:

Your employment with the Company is at-will, meaning either the Company or you may terminate your employment at any time. Any resignation by you shall require that written notice be delivered to Avantor, via e-mail or certified mail to the Chief Executive Officer and Chief Human Resources Officer, at least ninety (90) calendar days prior to your termination and any failure by you to provide such written notice shall be considered a material breach of this Agreement by you.

Severance:

You are eligible to participate in Avantor’s Executive Severance and Change in Control Plan (the “Executive Severance Plan”), provided that you execute the joinder to the Executive Severance Plan attached hereto as Exhibit A. The payments (and benefits) that are due to be paid (or provided) pursuant to the Executive Severance Plan are subject to your execution and non-revocation of the Company’s standard form of release.

Except as provided above in the Executive Severance Plan, you shall not be entitled to any other salary, compensation of any form, or benefits from Avantor after termination of your employment with Avantor, except as otherwise specifically provided for in Avantor’s employee benefit plans or as otherwise expressly required by applicable law.

3

Personal Services Agreement:

As a condition to entering into this Letter Agreement

with the Company, you shall execute and agree to be bound by the Personal Services and Inventions Agreement, in the form attached hereto

as Exhibit B.

Entire Agreement:

This Letter Agreement, the Personal Services and Inventions

Agreement, the Executive Severance Plan and any other agreements and plan documents expressly referenced herein set forth the entire understanding

between you and Avantor with respect to the subject matter hereof and thereof, and supersede and preempt all prior oral or written understandings

and agreements with respect to the subject matter hereof and thereof between you and Avantor, which shall terminate and be of no further

effect upon the execution of this Letter Agreement.

This Letter Agreement, and all of your rights and

duties hereunder, shall not be assignable or delegable by you. Any purported assignment or delegation by you in violation of the foregoing

shall be null and void ab initio and of no force and effect. This Letter Agreement may be assigned by Avantor to a person or entity

which is a successor in interest to substantially all of the business operations of Avantor, or to a subsidiary or affiliate of Avantor.

Upon such assignment, the rights and obligations of Avantor hereunder shall become the rights and obligations of such subsidiary, affiliate

or successor person or entity.

Code Section 409A:

This Letter Agreement will be interpreted to avoid

any tax under §409A of the Code to the maximum extent possible. For purposes of §409A, each payment made under this Letter Agreement

will be treated as a separate payment. With respect to any reimbursements provided under this Letter Agreement that are subject to §409A,

the amount of expenses eligible for reimbursement during a calendar year cannot affect the expenses eligible for reimbursement in any

other calendar year.

Taxes:

All amounts paid hereunder will be subject to all

applicable withholding and other authorized deductions.

[Signature page follows]

4

VWR MANAGEMENT SERVICES, LLC

By:

/s/ Emmanuel Ligner

Name:

Emmanuel Ligner

Title:

Chief Executive Officer

Accepted and Agreed

/s/ Todd Garner

Todd Garner

Date:

17 September 2026

5

Exhibit A – Joinder to Executive Severance Plan

See Attached

6

AGREEMENT TO PARTICIPATE IN THE AVANTOR, INC.

EXECUTIVE SEVERANCE AND CHANGE IN CONTROL PLAN

Dear Mr. Garner,

As a key employee of Avantor, Inc. (the “Company” and, together with its direct and indirect subsidiaries,

the “Company Group”) or another member of the Company Group, you are eligible to participate in the Company’s

newly adopted Executive Severance and Change in Control Plan (as amended from time to time, the “Plan”). A

copy of the Plan is enclosed with this Agreement to Participate in the Avantor, Inc. Executive Severance and Change in Control Plan (this

“Participation Agreement”). Capitalized terms used in this Participation Agreement and not otherwise defined

herein shall have the meanings ascribed to them in the Plan.

The Company considers the severance benefits offered under the Plan to be an important part of our overall executive compensation program

and consistent with competitive market practice. We believe that providing appropriate severance benefits helps to attract and retain

highly qualified executives by providing income continuity in the event of an involuntary termination of employment. These arrangements

also allow the Company Group to protect its interests through corresponding confidentiality, non-solicitation, noncompetition and other

restrictive covenants. In order to be eligible to receive the severance benefits set forth in the Plan, you must execute the Restrictive

Covenant Agreement attached hereto as Appendix A. You are hereby notified in accordance with the Defend Trade Secrets Act of 2016 that

you will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that:

(a) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney;

and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made in a complaint or other document

that is filed under seal in a lawsuit or other proceeding. You are further notified that if you file a lawsuit for retaliation by the

Company for reporting a suspected violation of law, you may disclose the Company’s trade secrets to your attorney and use the trade

secret information in the court proceeding if you: (a) file any document containing the trade secret under seal; and (b) do not disclose

the trade secret, except pursuant to court order.

By accepting this Participation Agreement, you hereby acknowledge, agree and confirm that you have received a copy of the Plan and have

read, understand and are familiar with the terms and provisions of the Plan. You acknowledge that: (a) the Plan confers significant legal

rights and obligations; (b) the Company has encouraged you to consult with legal and financial advisors as appropriate; and (c) you

have had adequate time to consult with such advisors before executing this Participant Agreement.

Please indicate your acceptance and agreement to the Plan and this Participation Agreement by signing in the space indicated below and

returning the agreement to the Company. Upon your acceptance, you shall be deemed a “Participant” of the Plan as of the date

your duly signed Participation Agreement is received by the Company.

7

Sincerely,

AVANTOR, INC.

By:

Name:

Title:

AGREED AND ACCEPTED BY THE UNDERSIGNED ON THIS __ DAY OF SEPTEMBER 2026.

PARTICIPANT

Signature

Todd Garner

Name Printed

Address

8

Appendix A

AVANTOR, INC.

RESTRICTIVE COVENANT AGREEEMENT

This Restrictive Covenant Agreement (this “Agreement”) is entered into as [DATE] (the “Effective

Date”) by and between Avantor, Inc. and/or one of its affiliates, subsidiaries, successors, assigns, or related companies

or entities (collectively “Avantor”) and Todd Garner (the “Employee”). As a material

condition to the Employee’s eligibility to participate in the Avantor Inc. Executive Severance

and Change in Control Plan (the “Plan”), the Employee hereby enters into and agrees to be bound by this

Agreement.

1. Non-Disclosure, Non-Competition, and Non-Solicitation

Section 1.1 Definitions

“Business Partner” means an existing vendor, supplier, distributor, consultant, or any other entity with whom

Avantor has a business relationship, provided that Employee: (a) had material business-related contact with the Business Partner in the

last two years of employment with Avantor, or (b) had access to non- public information regarding such Business Partner during such period

because of Employee’s employment relationship with Avantor.

“Competitor” means any person, entity, or organization engaged (or about to become engaged or preparing to

become engaged) in a business similar to, or that competes with, the business of Avantor, including but not limited to any person, entity,

or organization that provides any product or service that is similar to or competes with any product or service which was offered or

provided by Avantor, or that Avantor was actively preparing to offer, at any time during the last two years of Employee’s employment

with Avantor. “Competitor” may include, but is not limited to, any person, entity, or organization that provides any of the

following:

(a) materials and consumables for biopharmaceutical, healthcare, education, advanced technology, and applied materials

industries, including but not limited to chemicals and reagents; customized excipients; customized single-use assemblies; high-purity

silicones; process chromatography resins and columns; analytical sample prep kits; and education, microbiology, and clinical trial kits;

(b) research equipment and instrumentation, including but not limited to filtration systems; incubators; analytical instruments;

evaporators; ultra-low-temperature freezers; biological safety cabinets; and critical environmental supplies;

(c) science and research-related digital technologies including those related to workflow optimization, digital commerce,

data informatics, and digital services and solutions;

(d) end-to-end laboratory supply and services, including but not limited to lab furnishing; material management services;

technical lab services; production services; and business process optimization services;

Appendix A-1

(e) clinical trial services, including but not limited to custom kitting; clinical trial equipment and ancillary services;

and biorepository and archiving services;

(f) laboratory and scientific equipment procurement and sourcing services;

(g) laboratory equipment services, including but not limited to multi-vendor technical services; compliance services; and

equipment management services; and

(h) commercial kitting services, including but not limited to logistics and freight management; general healthcare products;

and package testing and development.

“Confidential Information” means any data, information, or material that is: (a) not generally ascertainable

from public information; (b) discovered or developed by, or disclosed to, Employee through Employee’s relationship with Avantor;

and (c) regarding or relating to Avantor, its clients, customers, competitors, vendors, advertisers, contractors, suppliers, consultants,

distributors, or any other entity with whom Avantor has a business relationship. Confidential Information includes but is not limited

to trade secrets; scientific and technical development, ideas, knowhow, inventions, knowledge, and results; research results and related

data; formulas, designs, techniques, and methods; new and existing product specifications and prototypes; business, marketing, and sales

strategies, plans, and forecasts; strategic compilations and analysis; business or financial methods, practices and plans; non-public

costs and prices; operating margins; operating strategies; marketing, merchandising and selling techniques and information; payment rates;

contractual forms; computer code generated or developed by Avantor; software or programs and related documentation; and other financial,

commercial, business or technical information related to Avantor; research; price lists; marketing materials; advertising materials and

developments; sales materials and reports; copyrighted materials; the particular needs and requirements of customers; identities of potential

customers; customer data; customer lists; invoices and reports containing specifically developed information, such as the name, address,

phone number, buying history and other traits of customers; vendor, supplier, or business partner lists and information; and any other

information that Avantor derives a competitive advantage from and that Avantor makes reasonable efforts to maintain as secret. Confidential

Information does not include any information that is or becomes publicly known or that enters the public domain other than as

a result of Employee’s breach of their obligations under this Agreement or any other agreement between Employee and Avantor.

“Customer” means a person or entity that Avantor has an existing relationship to sell products or services

to, provided that Employee: (a) had material business-related contact with the Customer in the last two years of employment with Avantor;

or (b) had access to non-public information regarding such Customer during such period because of Employee’s employment relationship

with Avantor.

“Prospective Business Partner” means a prospective vendor, supplier, distributor, consultant, or any other

entity with whom Avantor has a business relationship, provided that Employee: (a) had material business-related contact with the Business

Partner in the last two years of employment with Avantor; or (b) had access to non-public information regarding such Business Partner

during such period because of Employee’s employment relationship with Avantor.

Appendix A-2

“Prospective Customer” means a person or entity that is not a Customer that Avantor is actively planning to

sell products or services to, provided that Employee: (a) had material business-related contact with the Prospective Customer in the

last two years of employment with Avantor; or (b) had access to non-public information regarding such Prospective Customer during such

period because of Employee’s employment relationship with Avantor.

“Restricted Area” refers to the states, districts, and territories of the United States in which Avantor conducts

its business and any other countries in which Avantor conducts business that: (a) Employee had involvement in or responsibility for during

the last two years of employment; or (b) in which Employee could use or disclose Avantor’s Confidential Information for the benefit

of a Competitor.

“Restricted Period” refers to the duration of Employee’s employment with Avantor, plus the one- year

period immediately following the termination of Employee’s employment with Avantor.

Section 1.2 Non-Disclosure

(A)    Employee acknowledges and agrees that Confidential Information

obtained by Employee as a result of Employee’s employment with Avantor, whether original, duplicated, electronic, handwritten,

memorized, or in any other form, and all information derived therefrom, are confidential and the sole and exclusive property of Avantor.

Employee acknowledges and agrees that the business of Avantor and the nature of Employee’s employment will require Employee to

have access to Confidential Information of and about Avantor and its Customers and Business Partners.

(B)    During Employee’s employment and thereafter, Employee

will not use Confidential Information or remove any Confidential Information from the premises or computer systems of Avantor except

for the sole purpose of conducting business on behalf of Avantor. Further, during Employee’s employment and thereafter, Employee

will not, without express consent of Avantor, (i) divulge or disclose this Confidential Information to any third party other than for

the purposes of performing Employee’s job duties with Avantor, (ii) use or attempt to use any Confidential Information on behalf

of any person or entity other than Avantor, or (iii) use or attempt to use any Confidential Information in any manner which may injure

or cause loss, whether directly or indirectly, to Avantor. For clarity, and without narrowing the foregoing restrictions, at no time

and under no circumstance will Employee reveal or permit Confidential Information to become known by any Competitor of Avantor.

(C)    During Employee’s employment, Employee will not make,

use, or permit to be used, any materials of any nature relating to any matter within the scope of the business of Avantor or concerning

any of its dealings or affairs other than for the benefit of Avantor. After the termination of Employee’s employment, Employee

will not use or permit to be used any such materials and will return same to Avantor in accordance with Section 1.3 below.

Appendix A-3

(D)    Employee will promptly notify Avantor if Employee becomes

aware of or suspects any unauthorized use or disclosure of Confidential Information by Employee or anyone else, whether intentional or

accidental.

(E)    In the event Employee receives a subpoena, deposition notice,

interview request, or other process or order to testify or produce Confidential Information or any other information or property of Avantor,

Employee will promptly: (i) notify Avantor of the item, document, or information sought by such subpoena, deposition notice, interview

request, or other process or order; (ii) furnish Avantor with a copy of said subpoena, deposition notice, interview request, or other

process or order; and (iii) provide reasonable cooperation with respect to any procedure that Avantor may initiate to protect Confidential

Information or other interests. If Avantor objects to the subpoena, deposition notice, interview request, process, or order, Employee

will cooperate to ensure that there will be no disclosure until the court or other applicable entity has ruled upon the objection, and

then only in accordance with the ruling so made. If no such objection is made despite a reasonable opportunity to do so, Employee will

be entitled to comply with the subpoena, deposition, notice, interview request, or other process or order provided that Employee has

fulfilled the above obligations.

(F)    Notwithstanding anything to the contrary in this Agreement,

pursuant to United States federal law as set forth in 18 USC Section 1833(b), Employee will not be held criminally or civilly liable

under any federal or state trade secret law for the disclosure of any Confidential Information that is a trade secret that is made: (i)

confidentially to a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the

purpose of reporting or investigating a suspected violation of law; or (ii) in a complaint or other document filed in a lawsuit or other

proceeding, if such filing is made under seal. If Employee files a lawsuit for retaliation against Avantor for reporting a suspected

violation of law, Employee may disclose such trade secret to Employee’s attorney and use the trade secret information in related

court proceedings, provided that Employee files any document containing the trade secret information under seal and does not disclose

the trade secret, except pursuant to court order. Except as provided in this paragraph or under applicable law, under no circumstance

is Employee authorized to disclose any information covered by Avantor’s attorney-client privilege or attorney work product, or

trade secrets, without prior written consent of Avantor.

Appendix A-4

(G)    Nothing contained in this Agreement restricts or limits, or

is intended to restrict or limit, Employee’s right to discuss or disclose information about unlawful acts in the workplace, at

work-related events, or between Avantor employees or Avantor and Employee, such as harassment, discrimination, retaliation, sexual assault,

a wage and hour violation, or any other conduct that Employee has reason to believe is unlawful or that is otherwise recognized as against

a clear mandate of public policy or that is enforced by the Equal Employment Opportunity Commission (the “EEOC”) or similar

state agency. Nor does this Agreement prohibit Employee from discussing Employee’s employment or communicating, cooperating, participating

in an investigation, filing a complaint with or reporting possible violations of any federal, state or local law or regulation with the

EEOC, United States Department of Labor, the Occupational Safety and Health Administration, the National Labor Relations Board, the Securities

and Exchange Commission, or other federal, state or local governmental or law enforcement branch, agency or entity (collectively, a “Governmental

Entity”). This Agreement does not prohibit Employee from discussing the terms and conditions of Employee’s employment with

others to the extent expressly permitted by Section 7 of the National Labor Relations Act or to the extent that such disclosure is protected

under the applicable provisions of law or regulation, including but not limited to “whistleblower” statutes or other similar

provisions that protect such disclosure, and Employee may do so without disclosure to Avantor. Nor does this Agreement require Employee

not to disclose or discuss conduct or the existence of a settlement involving conduct relating to a dispute: (i) involving a nonconsensual

sexual act or sexual contact, as such terms are defined in Section 2246 or Title 18, United States Code, or similar applicable tribal

or state law; or (ii) relating to conduct that is alleged to constitute sexual harassment under applicable federal, tribal, or state

law. Avantor may not retaliate against Employee for any of these activities, and nothing in this Agreement would require Employee to

waive any monetary award or other payment that they might become entitled to from any Governmental Entity.

Section 1.3 Return of Information, Records, and Materials

Upon termination of Employee’s employment with Avantor or at the request of Avantor at any time, Employee will immediately deliver

to Avantor all property of Avantor, including but not limited to Avantor-provided computers, mobile phones, keys, pass cards, and identification

cards, and all documents, information, records, materials, and copies thereof in any form, that are related in any way to Avantor or

its business, including but not limited to papers, drawings, memoranda, notes, manuals, data, designs, devices, computer programs, disks,

data contained on hard drives or other computer or electronic storage media, or reports (and all copies thereof) made or compiled by,

delivered to, or otherwise acquired by Employee concerning, containing or embodying any Confidential Information.

Section 1.4 Non-Competition

(A)    During the Restricted Period and in the Restricted Area, Employee

will not provide services to a Competitor of Avantor that are the same or similar in function or purpose to the services Employee provided

to Avantor at any time during the last two years of employment by Avantor.

(B)    During the Restricted Period and in the Restricted Area, Employee

will not provide services to a Competitor of Avantor that will likely result in the disclosure of Confidential Information to or on behalf

of a Competitor.

Appendix A-5

(C)    Employee’s agreement not to provide services to a Competitor

as described in Section 1.4 (A) and 1.4 (B) applies regardless of whether Employee does so as an employee, owner, partner, principal,

advisor, independent contractor, consultant, agent, officer, director, investor, or shareholder. Employee’s ownership of less than

1% of the outstanding shares of a publicly traded company that constitutes a Competitor will not be deemed to be providing services to

such Competitor solely by virtue of owning such shares.

(D)    During the Restricted Period, Employee will not work for a

Customer or Business Partner servicing Avantor’s account, or serve as the representative of a Business Partner or Customer for

such Business Partner’s or Customer’s relationship with Avantor.

(E)    During the Restricted Period, if a representative of Avantor

requests that Employee identify the company or business to which Employee will be or is providing services, or with which Employee will

be or is employed, and requests that Employee provide information about the services that Employee is or will be providing to such entity,

Employee will provide Avantor with a written statement containing such information with sufficient detail to allow Avantor to independently

assess whether Employee is or will be in violation of this Agreement. Such statement will be delivered to Avantor’s Human Resources

representative within five calendar days of Employee’s receipt of such request.

(F)    This Section 1.4 will apply only to the extent permissible

under (i) the ABA Model Rules of Professional Conduct’s provisions regarding restrictions on the right to practice law, (ii) any

applicable state counterpart similarly addressing restrictions on the right to practice law, and/or (iii) any other law containing relevant

restrictions on non-competition agreements.

Section 1.5 Non-Solicitation – Employees

(A)    Employee acknowledges and agrees that Avantor has a legitimate

protectable interest in maintaining a stable and undisrupted workforce. During the Restricted Period, Employee will not, on behalf of

any other person, entity, or organization other than Avantor, solicit for employment any employee of Avantor, or in any way assist or

facilitate any such solicitation effort.

(B)    During the Restricted Period, Employee will not, on behalf

of any other person, entity, or organization other than Avantor, solicit any contractor of Avantor to retain the contractor’s services,

or in any way assist or facilitate any such solicitation effort.

(C)    During the Restricted Period, Employee will not, on behalf

of any other person, entity, or organization other than Avantor, engage in any conduct intended or reasonably calculated to induce or

urge any employee of Avantor to discontinue, in whole or in part, his/her employment relationship with Avantor.

(D)    During the Restricted Period, Employee will not, on behalf

of any other person, entity, or organization other than Avantor, engage in any conduct intended or reasonably calculated to induce or

urge any contractor of Avantor to discontinue, in whole or in part, his/her engagement with Avantor.

Appendix A-6

(E)    The restrictions in this Section 1.5 apply only to those employees

or contractors of Avantor with whom Employee worked or whom Employee supervised during the last two years of employment with Avantor.

Section 1.6 Non-Solicitation – Customers & Prospective Customers

(A)    During the Restricted Period, Employee will not solicit, on

behalf of any person, entity, or organization other than Avantor, any Customer for the purpose of providing or selling products or services

that are the same, similar to, or competitive with products or services being provided or sold by Avantor. This means Employee will not

initiate any contact or communication with any Customer for the purpose of soliciting, inviting, encouraging, recommending, or requesting

any Customer to do business with Employee on behalf of a Competitor in connection with the performance or sale of products or services

that are the same, similar to, or competitive with products or services being provided or sold by Avantor, or become employed by a Competitor

in a position where Employee would likely engage in such prohibited solicitation.

(B)    During the Restricted Period, Employee will not engage in

any conduct intended or reasonably calculated to induce or urge any Customer to discontinue, in whole or in part, its patronage or business

relationship with Avantor.

(C)    During the Restricted Period, Employee will not solicit, on

behalf of any person, entity, or organization other than Avantor, any Prospective Customer for the purpose of providing or selling products

or services that are the same, similar to, or competitive with products or services being provided or sold by Avantor. This means Employee

will not initiate any contact or communication with any Prospective Customer for the purpose of soliciting, inviting, encouraging, recommending,

or requesting any Prospective Customer to do business with Employee on behalf of a Competitor in connection with the performance or sale

of products or services that are the same, similar to, or competitive with products or services being provided or sold by Avantor, or

become employed by a Competitor in a position where Employee would likely engage in such prohibited solicitation.

(D)    Employee acknowledges and agrees that with respect to Customers

and Prospective Customers, Employee will be acting as a representative of Avantor, and will be using Avantor’s assets and resources

and benefiting from Avantor’s goodwill, name recognition, reputation, and experience in creating and maintaining relationships

with Customers on behalf of Avantor; and Employee will gain Confidential Information about Customers as a result of Employee’s

employment with Avantor. Consequently, Employee acknowledges and agrees the covenants set forth in this Section 1.6 are reasonable and

necessary to protect Avantor’s legitimate interest in preserving its business relationships.

Appendix A-7

Section 1.7 Non-Solicitation – Business Partners & Prospective Business Partners

(A)    During the Restricted Period, Employee will not solicit, on

behalf of any person, entity, or organization other than Avantor, any Business Partner for the purpose of providing or selling products

or services that are the same, similar to, or competitive with products or services being provided or sold by Avantor. This means Employee

will not initiate any contact or communication with any Business Partner for the purpose of soliciting, inviting, encouraging, recommending,

or requesting any Business Partner to do business with Employee on behalf of a Competitor in connection with the performance or sale

of products or services that are the same, similar to, or competitive with products or services being provided or sold by Avantor, or

become employed by a Competitor in a position where Employee would likely engage in such prohibited solicitation.

(B)    During the Restricted Period, Employee will not engage in

any conduct intended or reasonably calculated to induce or urge any Business Partner to discontinue, in whole or in part, its patronage

or business relationship with Avantor.

(C)    During the Restricted Period, Employee will not solicit, on

behalf of any person, entity, or organization other than Avantor, any Prospective Business Partner for the purpose of providing or selling

products or services that are the same, similar to, or competitive with products or services being provided or sold by Avantor. This

means Employee will not initiate any contact or communication with any Prospective Business Partner for the purpose of soliciting, inviting,

encouraging, recommending, or requesting any Prospective Business Partner to do business with Employee on behalf of a Competitor in connection

with the performance or sale of products or services that are the same, similar to, or competitive with products or services being provided

or sold by Avantor, or become employed by a Competitor in a position where Employee would likely engage in such prohibited solicitation.

(D)    Employee acknowledges and agrees that with respect to Business

Partners and Prospective Business Partners, Employee will be acting as a representative of Avantor, and will be using Avantor’s

assets and resources and benefiting from Avantor’s goodwill, name recognition, reputation, and experience in creating and maintaining

relationships with Business Partners and Prospective Business Partners on behalf of Avantor; and Employee will gain Confidential Information

about Business Partners and Prospective Business Partners as a result of Employee’s employment with Avantor. Consequently, Employee

acknowledges and agrees the covenants set forth in this Section 1.7 are reasonable and necessary to protect Avantor’s legitimate

interest in preserving its business relationships.

Section 1.8 Non-Disparagement

During Employee’s employment and thereafter, Employee will not disparage, damage or defame in any manner, whether directly or indirectly,

the Avantor, its affiliates, officers, directors, managers, owners, representatives, employees, products or services for any reason.

Notwithstanding the foregoing, nothing in this Section 1.8 shall prevent either party from making any truthful statement to the extent

necessary with respect to the enforcement of the terms of Employee’s employment or the enforcement of this Agreement in the ordinary

course.

Appendix A-8

Section 1.9 Injunctive Relief; Expedited Discovery

(A)    In the event that Employee breaches or threatens to breach,

or Avantor reasonably believes Employee is about to breach, any of the restrictive covenants in this Agreement, Avantor will be entitled

to injunctive relief as well as an equitable accounting of all earnings, profits, and other benefits arising from violation of this Agreement,

which rights will be cumulative and in addition to any other rights or remedies to which Avantor may be entitled in law or equity. Employee

acknowledges and agrees that Avantor will suffer immediate and irreparable harm and that money damages will not be adequate to compensate

Avantor or to preserve the status quo. Therefore, Employee hereby consents to the issuance of a temporary restraining order and other

injunctive relief necessary to enforce this Agreement.

(B)    The duration of any injunction will be increased in an amount

equal to any period of time during which Employee failed to comply with the covenants contained in this Agreement.

(C)    In any proceeding alleging breach of this Agreement, Avantor

and Employee each will have the right to engage in deposition and document discovery, and Avantor will have the right to conduct forensic

examination(s) of any computers and/or electronic devices in Employee’s possession or control, if Avantor reasonably believes such

devices contain Confidential Information or other Avantor property. In connection with any application for injunctive relief to enforce

this Agreement (including without limitation any application for temporary and/or preliminary injunctive relief), the foregoing discovery

will be conducted on an expedited basis, including expedited document and deposition discovery.

Section 1.10 Notice of Agreement

Employee will tell any prospective new employer, partner in a business venture, investors, and/or any entity seeking to engage Employee’s

services, prior to accepting employment, engagement as a consultant or contractor, or engaging in a business venture, that this Agreement

exists, and further, Employee will provide a true and correct copy of this Agreement to any such individual or entity prior to accepting

any such employment or entering into any such engagement or business venture. Further, Employee authorizes Avantor to provide a copy

of this Agreement to any such entity(ies) or individual(s).

Section 1.11 Modification & Severability; Other Restrictive Covenants

If any section, provision, paragraph, phrase, word, and/or line (collectively “Provision”) of this Agreement

is held to be unenforceable, then this Agreement will be deemed amended to the extent necessary to render the otherwise unenforceable

Provision, and the rest of the Agreement, valid and enforceable. If a court declines to amend this Agreement as provided herein, the

invalidity or unenforceability of any Provision of this Agreement will not affect the validity or enforceability of the remaining Provisions,

which will be enforced as if the offending Provision had not been included in this Agreement.

Appendix A-9

If one or more post-employment restrictive covenants in this Agreement are found unenforceable (despite, and after application of, any

applicable right to reformation that could add or renew enforceability), then any provision(s) of any prior agreement between the parties

that would provide for restriction(s) on the same or substantially similar post-employment conduct of Employee will not be considered

superseded and will remain in effect, to the extent enforceable. Therefore, on a going forward basis, this Agreement will be read in

conjunction with all prior and future agreements, to the extent enforceable, on the same subject matter so as to afford Avantor the broadest

protections allowed under applicable law.

2. Additional Terms

Section 2.1 Cooperation

Employee will cooperate fully with Avantor and Avantor’s legal counsel in connection with any action, proceeding, or dispute arising

out of matters with which Employee was directly or indirectly involved while serving as an employee of Avantor, its predecessors, subsidiaries,

or affiliates. This cooperation will include, but will not be limited to, meeting with, and providing information to, Avantor and its

legal counsel, maintaining the confidentiality of any past or future privileged communications with Avantor’s legal counsel (outside

and in-house), and being available to testify truthfully by affidavit, in depositions, or in any other forum on behalf of Avantor. Avantor

agrees to reimburse Employee for any reasonable and necessary out- of-pocket costs associated with Employee’s cooperation.

Section 2.2 Choice of Law, Jurisdiction, Venue, and Attorneys’ Fees

(A)    This Agreement will be governed by, construed, interpreted,

and its validity determined under the law of the State of Employee’s last assigned work location for Avantor, without regard to

such jurisdiction’s conflicts of laws principles. Such law will govern regardless of the venue in which a dispute may be adjudicated.

(B)    Unless Employee has an agreement with Avantor to arbitrate

employment-related disputes, the exclusive and mandatory venue for adjudicating any disputes under this Agreement will be the federal

court or state court having original jurisdiction for Employee’s last assigned work location for Avantor. Employee and Avantor

hereby consent to jurisdiction in such court for such purpose, and Employee consents to service of process by mail in respect of any

such suit, action or proceeding. If Employee has an agreement with Avantor to arbitrate employment- related disputes, any disputes relating

to this Agreement will be resolved through arbitration pursuant to the arbitration agreement between Employee and Avantor.

(C)    Notwithstanding the foregoing, Employee and Avantor agree

that any application for temporary restraining order and/or temporary or preliminary injunctive relief shall be adjudicated exclusively

in the court of competent jurisdiction as set forth in Section 2.2(B) above, even if Employee and Avantor are parties to an arbitration

agreement that otherwise includes disputes under this Agreement. Employee agrees that the injunctive relief to which Employee consents

hereinabove, under the circumstances addressed in this section, shall be granted by a court of competent jurisdiction pending arbitration

on the merits in order to preserve the status quo and/or prevent irreparable harm pending such arbitration.

Appendix A-10

(D)    In any legal proceeding to enforce this Agreement, the prevailing

party will be entitled to reimbursement of its actual costs and expenses, including without limitation reasonable attorneys’ fees,

costs, and disbursements.

Section 2.3 Binding Effect and Assignability

This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives,

successors, assigns, affiliated entities, and any party-in-interest. Should Avantor be acquired by, merge with, or otherwise combine

with another corporation or business entity, the surviving entity will have all rights to enforce the terms of this Agreement as if it

were Avantor itself enforcing the Agreement. This Agreement may be enforced against Employee by any Avantor affiliate, without the need

for any formal assignment of this Agreement. Employee may not assign this Agreement.

Section 2.4 No Waiver of Rights; Amendment; Other Agreements

A waiver by Avantor of the breach of any of the provisions of this Agreement by Employee will not be deemed a waiver of any subsequent

breach, nor will recourse to any remedy hereunder be deemed a waiver of any other or further relief or remedy provided for herein. No

waiver will be effective unless made in writing and signed by an officer of Avantor. This Agreement can only be amended or modified in

a writing signed by both parties. Any subsequent change(s) in Employee’s position, duties, salary, compensation, or benefits will

not affect the validity or scope of this Agreement. This Agreement does not supersede or replace any prior agreements between the parties,

including but not limited to any prior agreements that provide for restriction(s) on post- employment conduct. Any and all such prior

Agreements remain in full force and effect, according to their terms, and to the extent enforceable under applicable law.

Section 2.5 Electronic Signatures and Counterparts

This Agreement may be executed via electronic signature or acceptance and in any number of counterparts (including facsimile counterparts

or counterparts delivered by electronic transmission), each of which will be an original, and all of which together will constitute one

instrument.

Section 2.6 At-Will Employment

This Agreement shall not constitute a contract for employment for any specific period of time. Either Avantor or Employee is free to

terminate the employment relationship “at will” at any time, with or without cause, to the fullest extent permitted by law.

Appendix A-11

AGREED BY:

AVANTOR, INC.

By:

Chief Human Resources Officer

EMPLOYEE

EMPLOYEE CERTIFIES THAT EMPLOYEE HAS READ AND UNDERSTANDS THIS AGREEMENT AND THE RESTRICTIONS CONTAINED IN SECTION 1, AND HAS HAD

AN OPPORTUNITY TO CONSULT

WITH LEGAL COUNSEL PRIOR TO SIGNING. EMPLOYEE UNDERSTANDS THAT AVANTOR ADVISES THAT EMPLOYEE SHOULD CONSULT WITH AN ATTORNEY PRIOR

TO SIGNING THIS AGREEMENT.

AGREEMENT. EMPLOYEE UNDERSTANDS AND AGREES THAT EMPLOYEE’S ELECTRONIC ACCEPTANCE AND ACKNOWLEDGMENT OF THIS RESTRICTIVE COVENANT

AGREEMENT IS THE SAME AS AN INK SIGNATURE FOR ALL PURPOSES OF THIS RESTRICTIVE COVENANT AGREEMENT, AND THAT EMPLOYEE’S ELECTRONIC

AGREEMENT MAY BE USED WITH THE SAME EFFECT AS AN INK SIGNATURE OF THIS RESTRICTIVE COVENANT AGREEMENT FOR ANY PURPOSE. EMPLOYEE ACKNOWLEDGES

THAT AN ELECTRONIC COPY, HARD COPY OR ACKNOWLEDGMENT IS AS ENFORCEABLE AS AN ORIGINAL. EMPLOYEE ACKNOWLEDGES THAT EMPLOYEE HAS ACCESS

TO A PAPER COPY OF THIS AGREEMENT.

Appendix A-12

Annex A

For Colorado Employees

If Employee primarily resides or primarily works for Avantor in Colorado at the time of entering into this Agreement, then Employee acknowledges

that Employee received notice of the covenant not to compete in this Agreement and its terms in a separate document before Employee accepted

Employee’s offer of employment with Avantor, or, if a current employee at the time Employee enters into the Agreement, at least

14 days before the effective date of Employee’s eligibility to participate in the Plan that forms the consideration for the covenant

not to compete.

For District of Columbia Employees

If Employee performs a majority of Employee’s work in the District of Columbia or is based in the District of Columbia and does

not perform the majority of Employee’s work in any other jurisdiction, then:

1. Employee acknowledges that Employee is not required to sign the Agreement fewer than 14 days after receipt of the Agreement.

2. Employee acknowledges receipt of the following notice: “The District’s Ban on Non-Compete Agreements Amendments

Act of 2020 limits use of non-compete agreements. It allows employers to request non-compete agreements from highly compensated employees,

as that term is defined in the Ban on Non-Compete Agreements Amendments Act of 2020, under certain conditions. Avantor has determined

that you are a highly compensated employee. For more information about the Ban on Non-Compete Agreements Amendment Act of 2020, contact

the District of Columbia Department of Employment Services (DOES).”

For Illinois Employees

If Employee resides in Illinois, Employee acknowledges that Employee is not required to sign the Agreement fewer than 14 calendar days

after receipt of the Agreement.

For Maine Employees

If Employee resides in Maine, Employee acknowledges that Employee is not required to sign the Agreement fewer than 3 business days after

receipt of the Agreement.

Exhibit B – Personal Services and Inventions Agreement

See Attached

2

AVANTOR, INC.

PERSONAL SERVICES AND INVENTIONS AGREEMENT

THIS

Personal Services and Inventions Agreement (this “Agreement”) is between

Avantor, Inc., presently headquartered at Radnor Corporate Center, Building One, Suite 200, 100 Matsonford Road, Radnor, PA 19087 (with

its various affiliates, “Avantor” or the “Company”)

and Todd Garner (“Executive” or “I”)

who is employed by Avantor.

Avantor’s

sound business policy requires that its trade secrets, technical and non-technical know-how, business knowledge, plans, systems, business

methods, business records and customer relations be protected and not utilized by any person or firm who competes or wants to compete

with Avantor. The parties wish to evidence the terms of the employment relationship between them and particularly to set forth certain

restrictions which shall apply to Executive in the event of termination of his/her employment with Avantor.

In

consideration of and as part of the terms of employment by Avantor, it is agreed as follows:

1. Executive’s General Obligations; Conflicts of Interest. During my employment

with Avantor, I agree to devote substantially all my working time during normal business hours to Avantor. During my employment with

Avantor, I agree to use my best efforts to perform the duties associated with my position and title with Avantor as Avantor may direct,

not to engage in any other business or activity the nature of which shall be determined by Avantor to be competitive with Avantor, its

suppliers or its customers and to comply with any Conflict-of-Interest Policy of Avantor. I acknowledge and agree that I will not serve

on the Board of Directors of any other companies during my employment with Avantor without first obtaining prior written approval from

Avantor’s Chief Executive Officer, or in absence of such, from the Board of Directors of Avantor in its discretion. I further agree

to conform to all Company policies, practices, and procedures, to the extent such policies, practices and procedures have been provided

to me in writing, as well as lawful directions of Avantor and/or its affiliates as to performance of services for Avantor, to the extent

that the same are consistent with my position and title with Avantor.

2. No Existing Restrictive Agreements. I represent that I am not a party to any contract

limiting my present or future right to work for Avantor or to perform such activities as shall be required from time to time by Avantor.

Nonetheless, if any such contract exists that limits my right to work for Avantor or to perform such activities as shall be required

from time to time by Avantor, Avantor reserves the right to terminate my employment for cause or to amend the terms of my Letter Agreement

(as defined herein) to reflect any alternative start date agreed between me and Avantor.

3. Prior Employer Information. I agree that I will not use improperly or disclose any

confidential or proprietary information or trade secrets of my former or current employers, principals, partners, co-venturers, customers,

or suppliers, or the vendors or customers of such persons or entities, and I will not violate any nondisclosure or proprietary rights

agreement I might have signed in connection with any such employer, person or entity.

3

4. Assignment of Inventions. I will make prompt and full disclosure to Avantor, will

hold in trust for the sole benefit of Avantor, and will assign, exclusively to Avantor, all my right, title, and interest in and to any

and all inventions, discoveries, designs, developments, improvements, copyrightable material, and trade secrets (collectively herein

“Inventions”) that I, solely or jointly, may conceive, develop, or

reduce to practice during the period of time I am in the employ of Avantor. I hereby waive and quitclaim to Avantor any and all claims

of any nature whatsoever that I now or hereafter may have for infringement of any patent resulting from any patent applications for any

Inventions so assigned to Avantor.

My obligation to assign shall not apply to any Inventions about which I can prove that:

(a) it was developed entirely on my own time; and

(b) no equipment, supplies, facility, services, or trade secret information of Avantor were used

in its development; and

(c) it does not relate (i) directly to the business of Avantor or (ii) to the actual

or demonstrably anticipated research or development of Avantor; and

(d) it does not result from any work performed by me for Avantor.

5. Excluded and Licensed Inventions. I have attached hereto a list describing all Inventions

belonging to me and made by me prior to my employment with Avantor that I wish to have excluded from this Agreement. If no such list

is attached, I represent that there are no such Inventions. If in the course of my employment at Avantor, I incorporate into a Company

product, process, or machine, an Invention owned by me or in which I have an interest, Avantor is hereby granted and shall have an exclusive

royalty-free, irrevocable, worldwide license to make, have made, use, and sell that Invention without restriction as to the extent of

my ownership or interest.

6. Application for Copyrights and Patents. I will execute any proper oath or verify any

proper document in connection with carrying out the terms of this Agreement. If, because of my mental or physical condition or for any

other reason whatsoever, Avantor is unable to secure my signature to apply for or to pursue any application for any United States or

foreign patent or copyright covering Inventions assigned to Avantor as stated above, I hereby irrevocably designate and appoint Avantor

and its duly authorized officers and agents as my agent and attorney in fact, to act for me and in my behalf and stead to execute and

file any such applications and to do all other lawfully permitted acts to further the prosecution and issuance of U.S. and foreign patents

and copyrights thereon with the same legal force and effect as if executed by me. I will testify at Avantor’s request in any interference,

litigation, or other legal proceeding that may arise during or after my employment and my reasonable expenses associated with said testimony

will be paid by Avantor.

7. Termination. I agree that upon termination of my employment, for any or no reason,

I will promptly return to Avantor all physical properties issued to me as an employee, in a reasonable state of function or repair. I

will also return any keys, pass cards, identification cards or other property belonging to Avantor. Returning all Company property is

a condition of receiving severance benefits, if any.

8. Non-Waiver. The failure by Avantor to enforce any of the provisions hereof upon any

default by me at a particular time or under certain circumstances shall not be treated as a permanent waiver of such provisions and shall

not prevent subsequent enforcement of such provisions upon default by either party.

4

9. Irreparable Harm. I agree that any proven breach of this Agreement by me would cause

irreparable harm to Avantor for which monetary damages could not adequately compensate. If Avantor proves a breach, irreparable harm

shall be presumed, and I expressly waive any bonding requirement as a prerequisite to Avantor obtaining injunctive relief. Avantor can

also seek damages and attorneys’ fees.

10. Assignability of This Agreement. The services contracted for between Avantor and me

in this Agreement are personal, and therefore I may not assign this Agreement to any other person or entity. This Agreement may, however,

be assigned by Avantor to a successor to the business of Avantor or to an affiliate of Avantor.

11. Severability. It is the intention of the parties that this Agreement shall be enforceable

to the fullest extent permitted by local, State, and/or Federal law in the jurisdiction in which performance of this Agreement occurs,

or in which performance of this Agreement is sought to be enforced. In the event that a court of competent jurisdiction determines that

one or more provisions of this Agreement are not enforceable under the provisions of the jurisdiction in which performance occurs or

enforcement is sought, such a determination shall not affect the enforceability of the remainder of this Agreement.

12. Other Agreements. This Agreement, together with the Letter Agreement dated September

[ ], 2026, between me and Avantor (the “Letter Agreement”), including

any exhibits attached thereto and any other agreements and plan documents expressly referenced therein, and Avantor’s Executive

Severance and Change in Control Plan (the “Executive Severance Plan”),

set forth the sole and entire agreement between the parties hereto, and supersedes and replaces any and all prior agreements, whether

oral, written, or implied, entered into by me and Avantor, pertaining to my employment, the terms, conditions, and responsibilities thereof,

and/or any other subject matter contained in this Agreement, the Letter Agreement or the Executive Severance Plan. This Agreement and

the Letter Agreement shall be considered together as one agreement. There will be no modification of this Agreement, either verbal, implied,

written, or otherwise, except through a written agreement signed by me, and an officer of Avantor, which refers to the specific paragraph

of this Agreement intended to be modified, and sets forth, in writing, the specific modification of said paragraph. This Agreement, the

Letter Agreement and the Executive Severance Plan will supersede and preempt all prior oral or written understandings and agreements

with respect to the subject matter hereof and thereof between me and Avantor and its affiliates.

[Signature page follows]

5

WITNESS

WHEREFORE, the parties have executed this Agreement as of the day of September 2026.

AVANTOR, INC.

Executive – Signature

By:

Its:

Executive – Print Name

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: ss6842956_ex9901.htm · Sequence: 3

EXHIBIT 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Avantor appoints new Chief Financial Officer

RADNOR, Pa. – September 21, 2026 – Avantor, Inc. (NYSE: AVTR), a leading

global provider of mission-critical products and services to customers in the life sciences and advanced technology industries, appoints

Todd Garner as Executive Vice President and Chief Financial Officer, effective September 21, 2026. Garner will oversee the company’s

global finance organization, including financial planning and analysis, accounting, treasury, tax, investor relations and internal audit.

Emmanuel Ligner, Avantor President and CEO, says: “Todd is a proven financial leader

with deep operational expertise, a strong track record of driving growth and extensive experience partnering with boards, investors and

management teams. He brings the strategic mindset, financial discipline and leadership capabilities needed to support our next phase of

growth and value creation. I am delighted to welcome Todd to Avantor and look forward to working together as we execute our strategy and

continue serving our customers around the world.”

Todd Garner says: “Avantor plays a critical role in advancing some of the most important

work in the life sciences and advanced technologies industries. I am excited to join the Company and look forward to working with colleagues

and partners worldwide to build on Avantor’s strong foundation and create long-term value for our customers and shareholders.”

Garner recently comes from CONMED Corporation, where he served as Executive Vice President

and Chief Financial Officer from 2018-2026. He brings more than 30 years of finance, operational and public company leadership experience.

Garner’s previous experience includes a variety of leadership roles at C. R. Bard, Inc., including Vice President, Investor Relations

and Division CFO, where he helped support significant shareholder value creation and business growth. Garner holds a bachelor of science

in accounting from Brigham Young University, a master of business administration from the University of Texas Rio Grande Valley, and is

a certified public accountant.

Steve Eck, Senior Vice President and Chief Accounting Officer (CAO), has been serving as

Interim CFO since June 24, 2026, and will continue in his CAO role. Ligner says: "Steve stepped up and led the finance organization

with a steady hand and great commitment. We thank him for his leadership during the transition period and are pleased he’ll continue

in this valuable role as our CAO.”

Meet the full Avantor Leadership team at https://corporate.avantorsciences.com/us/en/about/leadership

About Avantor

Avantor® is a leading life science tools company and global provider of mission-critical

products and services to the life sciences and advanced technology industries. We work side-by-side with customers at every step of the

scientific journey to enable breakthroughs in medicine, healthcare, and technology. Our portfolio is used in virtually every stage of

the most important research, development and production activities at more than 300,000 customer locations in 180 countries. For more

information, visit avantorsciences.com and find us on LinkedIn, X

(Twitter) and Facebook.

Investors:

avantorir@avantorsciences.com

Media Inquiries:

media@avantorsciences.com

SOURCE: Avantor and Financial News

GRAPHIC

GRAPHIC

Filename: image_001.jpg · Sequence: 8

Binary file (5774 bytes)

Download image_001.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 10

v3.26.3

Cover

Sep. 17, 2026

Document Type

8-K

Amendment Flag

false

Document Period End Date

Sep. 17, 2026

Entity File Number

001-38912

Entity Registrant Name

Avantor, Inc.

Entity Central Index Key

0001722482

Entity Tax Identification Number

82-2758923

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

Building One

Entity Address, Address Line Two

Suite 200

Entity Address, Address Line Three

100 Matsonford Road

Entity Address, City or Town

Radnor

Entity Address, State or Province

PA

Entity Address, Postal Zip Code

19087

City Area Code

(610)

Local Phone Number

386-1700

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Entity Information, Former Legal or Registered Name

Not Applicable

Common Stock, $0.01 par value

Title of 12(b) Security

Common Stock, $0.01 par value

Trading Symbol

AVTR

Security Exchange Name

NYSE

X

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 3 such as an Office Park

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine3

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

na

Period Type:

duration

X

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Former Legal or Registered Name of an entity

+ References

No definition available.

+ Details

Name:

dei_EntityInformationFormerLegalOrRegisteredName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Details

Name:

us-gaap_StatementClassOfStockAxis=AVTR_CommonStock0.01ParValueMember

Namespace Prefix:

Data Type:

na

Balance Type:

Period Type: