SCHEDULE: Bio-Rad Labs: Schwartz Family Consolidates Control Post-Passing

Sentiment:

Amendment to Schedule 13D


Norman D. Schwartz consolidates significant beneficial ownership of Bio-Rad Laboratories Class B Common Stock following the passing of Alice N. Schwartz, maintaining family control.

Delay expectedThe original Amendment No. 9 filed on October 28, 2025, inadvertently omitted Exhibit 1 due to a technological error, necessitating this refiling.

Summary

  • This is Amendment No. 9 to Schedule 13D for Bio-Rad Laboratories, Inc. Class B Common Stock, refiled to include an inadvertently omitted Exhibit 1.
  • Alice N. Schwartz, a former Director Emeritus and reporting person, passed away on September 25, 2025.
  • Upon her death, Norman D. Schwartz, Chief Executive Officer and Chairman of the Board of Directors, became the sole trustee of the David Schwartz Non-Exempt Marital Trust and the Alice N. Schwartz Revocable Trust.
  • Norman D. Schwartz now beneficially owns an aggregate of 4,929,036 shares of Class B Common Stock, representing 97.2% of the issued and outstanding Class B shares.
  • Steven D. Schwartz beneficially owns an aggregate of 4,098,294 shares of Class B Common Stock, representing 80.8% of the issued and outstanding Class B shares.
  • Blue Raven Partners, L.P. directly owns 4,060,054 shares of Class B Common Stock, representing 80.1% of the issued and outstanding Class B shares.
  • The Alice N. Schwartz Revocable Trust directly owns 437,510 shares of Class B Common Stock, representing 8.6% of the issued and outstanding Class B shares.
  • The Shareholders (Norman D. Schwartz, Steven D. Schwartz, Blue Raven Partners, L.P., and the Alice N. Schwartz Revocable Trust) control the management of Bio-Rad Laboratories.
  • Norman D. Schwartz also beneficially owns 3,228,922 shares of Class A Common Stock, representing 14.6% of the issued and outstanding Class A shares.
  • Steven D. Schwartz holds 380,789 shares of Class A Common Stock, representing 1.7% of the issued and outstanding Class A shares.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. The filing clarifies beneficial ownership following a significant family event, ensuring transparency. The consolidation of control by Norman D. Schwartz provides stability, though the refiling due to a technological error is a minor negative.

Positives

  • Consolidation of control by Norman D. Schwartz ensures continued stable leadership and strategic direction for Bio-Rad Laboratories.
  • The Schwartz family, through their Class B Common Stock ownership, maintains control over the company's management, providing long-term governance stability.

Negatives

  • The passing of Alice N. Schwartz, a former Director Emeritus and significant beneficial owner, marks a change in the long-standing family structure of ownership.
  • A technological error caused the initial omission of Exhibit 1 from the original Amendment No. 9, necessitating a refiling.

Risks

  • The high concentration of voting power within the Schwartz family, while providing stability, also limits the influence of public shareholders on corporate governance decisions.

Future Outlook

The filing does not contain specific forward-looking statements or guidance beyond the continued control of the company by the reporting persons.

Management Comments

  • The purpose of the Shareholders' ownership of Bio-Rad shares has been control of the Company.
  • The Shareholders control the management of the Company and may be deemed to be 'parents' of the Company.
  • By virtue of the Shareholders' Class B Common Stock ownership, they control the management of the Company and may be deemed to be 'control persons' of the Company.

Industry Context

This filing is specific to the internal ownership structure of Bio-Rad Laboratories and does not directly relate to broader industry trends or competitors, other than reinforcing the stability of its long-standing family control structure, which is less common in large public companies today.

Comparison to Industry Standards

  • The high concentration of voting power (97.2% of Class B Common Stock by Norman D. Schwartz) is atypical for most publicly traded companies, where dispersed ownership is more common. This structure allows for strong family control, similar to other companies with dual-class share structures like Ford Motor Company (Ford family) or Berkshire Hathaway (Warren Buffett).
  • This level of control ensures long-term strategic alignment but can limit the influence of public shareholders on corporate governance decisions, a characteristic often seen in founder-led or family-controlled enterprises.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Sole Trustee of David Schwartz Non-Exempt Marital Trust and Alice N. Schwartz Revocable TrustAlice N. SchwartzNorman D. Schwartz2025-09-25Death of Alice N. Schwartz

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Beneficial Ownership StructureConsolidation of beneficial ownership of Class B Common Stock under Norman D. Schwartz following the death of Alice N. Schwartz, reinforcing family control.2025-09-25Strengthens the control of Norman D. Schwartz and the Schwartz family over the company's management and strategic direction, given the high voting power of Class B shares.

Legal Proceedings

  • None of the reporting persons (Norman D. Schwartz, Steven D. Schwartz, Blue Raven Partners, L.P., and the Alice N. Schwartz Revocable Trust) have been convicted in a criminal proceeding or been a party to a civil proceeding related to federal or state securities laws in the last five years.

Related Party Transactions

  • Gifts of Class B Common Stock from the Alice N. Schwartz Revocable Trust to Norman D. Schwartz and Steven D. Schwartz (and their wives) on November 7, 2022, December 5, 2023, and August 26, 2024.
  • Norman D. Schwartz disclaims beneficial ownership of 13,006 shares owned by his wife.
  • Steven D. Schwartz disclaims beneficial ownership of 13,006 shares owned by his wife.
  • Shares are held by the Alles Institute for Medical Research, a Delaware Charitable Nonstock Corporation, with respect to which Norman D. Schwartz and Steven D. Schwartz share voting and dispositive power.

Stakeholder Impact

  • Shareholders (Class B): Control remains highly concentrated within the Schwartz family, ensuring stable long-term strategic direction but limiting external shareholder influence.
  • Shareholders (Class A): Their voting power remains limited due to the dual-class structure, with the Class B holders maintaining control.
  • Management: The existing management structure, led by Norman D. Schwartz as CEO and Chairman, is reinforced by his consolidated ownership.

Next Steps

  • No specific future actions, events, or milestones are mentioned in this filing beyond the ongoing control of the company by the reporting persons.

Key Dates

DateDescription
2000-01-13Original Schedule 13D filed by David Schwartz, Alice N. Schwartz, Norman D. Schwartz, Steven D. Schwartz and Blue Raven Partners, L.P.
2003-06-27Amendment No. 1 to Schedule 13D filed.
2005-03-22Amendment No. 2 to Schedule 13D filed.
2007-07-31Amendment No. 3 to Schedule 13D filed.
2009-08-27Amendment No. 4 to Schedule 13D filed.
2013-11-15Amendment No. 5 to Schedule 13D filed.
2017-06-29Amendment No. 6 to Schedule 13D filed.
2019-07-12Amendment No. 7 to Schedule 13D filed.
2022-04-11Amendment No. 8 to Schedule 13D filed.
2022-08-26Norman D. Schwartz acquired 15,501 shares via stock option exercise at $107.32.
2022-11-07Norman D. Schwartz acquired 84 shares via gift; Steven D. Schwartz acquired 84 shares via gift; Alice N. Schwartz Revocable Trust gifted 252 shares.
2023-08-25Norman D. Schwartz acquired 13,611 shares via stock option exercise at $117.50.
2023-11-01Norman D. Schwartz acquired 9,358 shares via stock option exercise at $119.80; 3,726 shares at $139.56; and 2,976 shares at $159.32.
2023-12-05Norman D. Schwartz acquired 98 shares via gift; Steven D. Schwartz acquired 98 shares via gift; Alice N. Schwartz Revocable Trust gifted 294 shares.
2024-08-26Norman D. Schwartz acquired 114 shares via gift; Steven D. Schwartz acquired 114 shares via gift; Alice N. Schwartz Revocable Trust gifted 342 shares.
2025-07-28Date for outstanding Class B and Class A Common Stock figures as reported in Issuer's Form 10-Q.
2025-09-25Date of event requiring filing (death of Alice N. Schwartz). Alice N. Schwartz ceased to be a beneficial owner of more than 5% of Class B Common Stock. Norman D. Schwartz became sole trustee of certain trusts.
2025-10-28Date of original Amendment No. 9 filing and refiling date. Also the date of the joint filing agreement.

Recommendation

hold

This filing primarily details a change in beneficial ownership due to the passing of a key family member, Alice N. Schwartz, and the subsequent consolidation of control by Norman D. Schwartz. It does not present new operational or financial information that would alter the fundamental investment thesis for Bio-Rad Laboratories. The strong family control, a long-standing characteristic of the company, remains intact, suggesting continued stability in governance. Investors should hold their positions as this filing does not introduce new catalysts for significant price movement, either positive or negative.

Keywords

Bio-Rad Laboratories, Class B Common Stock, Schedule 13D, Beneficial Ownership, Norman D. Schwartz, Steven D. Schwartz, Alice N. Schwartz, Corporate Governance, Family Control, SEC Filing, Biotechnology, Life Sciences

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