IDEXX LABORATORIES INC /DE

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No. )

IDEXX Laboratories, Inc.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

To Our Colleagues, Shareholders and Other Stakeholders,

During the past year we achieved strong financial results driven by high levels of execution. At the same time, we successfully advanced our innovation-driven growth strategy and other key strategic initiatives, positioning us at the front-end of a new wave of IDEXX innovations that we believe will support sustained long-term value creation and growth at IDEXX in 2025 and beyond.

2024 Financial Performance and Business Execution

We achieved 6% reported and organic revenue growth, including approximately 7% reported and organic Companion Animal Group (CAG) Diagnostics recurring revenue growth.1 Reported diluted earnings per share (EPS) increased 6% to $10.67 per share, including a $0.56 per share negative impact related to a discrete litigation expense accrual, resulting in comparable EPS growth of 12%, supported by strong comparable operating margin improvements.2

Our strong execution enabled us to deliver these excellent 2024 financial results despite a dynamic macroeconomic and sector environment, which continued to pressure clinical visits globally. In the face of these headwinds, our 7% CAG Diagnostics recurring revenue growth far outpaced the 2% decrease in U.S. same-store clinical visit levels and estimated similar decrease in international regions. Selected 2024 execution highlights include:

+Approximately 18,500 premium instrument placements, driving 9% growthin our premium instrument installed base.

+Double-digit percentage expansion of ourpremium instrument installed base outside the United States, underscoring the benefits of our targeted global commercial investment over the past three years.

+Sustained high (97%+) customer retention rate within our key CAG Diagnostics business.

+Double-digit installed base growthfor ourcloud-native practice management systems, with over 60% of the installed base in the cloud.

+Sustained adoption levels ofdiagnostic testing utilization near post-pandemic highs.

Advancement of Our Innovation-Driven Growth Strategy

In 2024 we continued to invest at high levels in research and development and exited the year with nine new products, services and software solutions launched or ready to launch. These products, services and software solutions build on our over 40-year history of innovation that advances the standard of care in veterinary medicine and helps our customers navigate the complexities of modern veterinary care. Select highlights include:

+IDEXX inVue Dx™ Cellular Analyzer – This point-of-care platform combines advanced optics, artificial intelligence and a slide-free workflow and began to ship in the fourth quarter of 2024, marking a new era in point-of-care diagnostics. Designed as a Technology for Life platform, its initial menu will focus on ear cytology and blood morphology, tapping into two clinically well-understood, high-volume use cases that benefit from automation and improved testing consistency and performance. Customer interest has been exceptionally strong, with nearly 1,600 pre-orders globally by the end of 2024. We plan to expand IDEXX inVue Dx’s capabilities with the addition of testing “lumps and bumps” using fine needle aspirate samples, which will further bolster our comprehensive cancer diagnostics test and service offerings. We expect this capability will become available later in 2025.

+IDEXX Cancer Dx™ — A pioneering advancement in veterinary oncology, this first-of-its-kind diagnostic panel, with the initial capability ofearly lymphoma detection in dogs, will be launched in the United States and Canada in late March 2025. This innovative screening and aid-in-diagnosis panel addresses a critical need for early cancer detection in canine patients. Over the next three years, the panel will expand to include the six most prevalent canine cancers, which together account for over 50% of cancer cases in dogs, andtap into an estimated $1.1 billion addressable opportunity.

+Vello™ Software – Thispet owner engagement software solution launched in 2024 and enables veterinary practices using ezyVet®, IDEXX Neo® and Cornerstone® practice management systems tocommunicate and coordinate digitally with pet owners in a single, integrated system. Vello was adopted bynearly 600 veterinary practices in 2024, with participating clinics reporting increased clinical visits, higher diagnostic usage and improved revenue. We are excited about Vello’s development roadmap, with planned enhancements focused on streamlining communications, expanding engagement tools and including the ability to personalize messaging.

+Catalyst® Platform Menu Expansion — In 2024, we released our tenth menu addition for the Catalyst platform over a twelve-year period with the launch of the Catalyst® SmartQC® Control and Catalyst Pancreatic Lipase Test, a single-slide solution for canine and feline patients suspected of having pancreatitis. Veterinarians can now receive quantitative results in under ten minutes, empowering them to confidently confirm or rule out pancreatitis and immediately begin treatment, saving crucial time and improving patient outcomes.

Advancement of Other Key Strategic Priorities

In addition to the impressive advancement of our innovation strategy, IDEXX teams drove progress across our other strategic priorities, including initiatives to deliver a differentiated customer experience, drive performance excellence and productivity, strengthen and enhance our talent and advance our commitment to corporate responsibility. Details about these many achievements can be found in our 2025 Proxy Statement under “Compensation Discussion & Analysis” beginning on page 71.

Extending Our Thanks to the IDEXX Team

We extend our gratitude to our approximately 11,000 employees, whose dedication and hard work made these accomplishments possible. We also thank Jon Ayers, our former CEO and Board Chair, who stepped down from our Board in November, for his leadership, vision, insights and unwavering commitment to IDEXX through his more than two decades of service. In addition, we thank Dr. Asha Collins for her contributions to our Board during her four years of service. Finally, we want to express our gratitude to Brian McKeon, who is retiring from IDEXX on June 1, 2025, for his more than two decades of leadership, guidance and partnership, first as a member of our Board, and then as CFO for the past eleven years, as well as congratulate Andrew Emerson, who began his role as our CFO on March 1st, after spending the past nine years working side by side with Brian.

Looking Ahead

As we focus on 2025 and the future, we remain committed to our Purpose: to create exceptional long-term value for our customers, employees and shareholders by enhancing the health and well-being of pets, people and livestock. To do so, we aim to continue successfully executing against our long-term growth strategy and address the estimated $45 billion total global addressable companion animal diagnostics revenue opportunity.

Thank you for your continued support of IDEXX. We look forward to joining our shareholders on May 7th at our annual meeting.

Sincerely,

1. Information regarding organic revenue growth, which is a non-GAAP (generally accepted accounting principles in the United States) financial measure, and its reconciliation to reported revenue growth, is provided in Appendix A.

2. Information regarding comparable EPS growth and comparable operating margin improvement, which are non-GAAP financial measures, and their reconciliation to reported EPS growth and operating profit margin improvement, respectively, are provided in Appendix A.

Notice of 2025 Annual Meeting

of Shareholders

NOTICE IS HEREBY GIVEN of the 2025 annual meeting of shareholders (2025 Annual Meeting) of IDEXX Laboratories, Inc. We will first make available to our shareholders this Proxy Statement and the form of proxy relating to the 2025 Annual Meeting, as well as our 2024 Annual Report on Form 10‑K filed with the SEC on February 21, 2025, on or about March 28, 2025. The 2025 Annual Meeting will be held:

Shareholder Voting Matters Summary

Virtual Meeting Admission

Shareholders of record as of March 10, 2025 will be able to participate in the 2025 Annual Meeting by visitingwww.virtualshareholdermeeting.com/IDXX2025. To participate in the 2025 Annual Meeting, shareholders of record will need the control number or QR code included on their Notice of Internet Availability of the proxy materials, on their proxy card or on the instructions that accompanied their proxy materials. The annual meeting will begin promptly at 10:00 a.m., Eastern Time. Online check-in will begin at 9:30 a.m., Eastern Time, and you should allow ample time for the online check-in procedures.

In the event of a technical malfunction or other situation that the chair of the 2025 Annual Meeting determines may affect the ability of the 2025 Annual Meeting to satisfy the requirements for a meeting of shareholders to be held by means of remote communication under applicable Delaware corporate law, or that otherwise makes it advisable to adjourn the 2025 Annual Meeting, the chair or secretary of the 2025 Annual Meeting will convene the meeting at 10:00 a.m., Eastern Time on the date specified above at One IDEXX Drive, Westbrook, Maine 04092 solely for the purpose of adjourning the meeting to reconvene at a date, time and physical or virtual location announced by the chair of the 2025 Annual Meeting. Under the foregoing circumstances, we will post information regarding the announcement on the Investor Relations section of our website (www.idexx.com).

Pre-Meeting Forum

The online format for our 2025 Annual Meeting also allows us to communicate more effectively with you through our online pre-meeting forum, which can be accessed atwww.proxyvote.com. At this online pre-meeting forum, you can submit questions in advance of our 2025 Annual Meeting, vote, view the Rules of Conduct and Procedures relating to the 2025 Annual Meeting and access copies of proxy materials and our annual report.

By order of the Board of Directors,

Sharon E. Underberg

Executive Vice President,

General Counsel and Corporate Secretary

Westbrook, Maine

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