Mettler-Toledo International (MTD) Form 4 METTLER TOLEDO INTERNATIONAL / OLIVER A FILLIOL ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

FILLIOL OLIVER A

(Last) (First) (Middle)

IM LANGACHER 44

CH-8606 GREIFENSEE

(Street)

SWITZERLAND

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
METTLER TOLEDO INTERNATIONAL INC/ [ MTD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	11/20/2019(1)		A		3,716	A	$0	19,995	D
Common Stock, par value $0.01 per share	11/20/2019		M		4,761	A	$133	24,756	D
Common Stock, par value $0.01 per share	11/20/2019		S		200	D	$722.55(2)	24,556	D
Common Stock, par value $0.01 per share	11/20/2019		S		1,488	D	$724.09(3)	23,068	D
Common Stock, par value $0.01 per share	11/20/2019		S		573	D	$724.68(4)	22,495	D
Common Stock, par value $0.01 per share	11/20/2019		S		200	D	$725.51	22,295	D
Common Stock, par value $0.01 per share	11/20/2019		S		1,300	D	$727.99(5)	20,995	D
Common Stock, par value $0.01 per share	11/20/2019		S		400	D	$728.82	20,595	D
Common Stock, par value $0.01 per share	11/20/2019		S		600	D	$730.32(6)	19,995	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$133	11/20/2019		M			4,761	11/03/2011(7)	11/03/2020	Common Stock, par value $0.01 per share	4,761	$0	11,499	D

Explanation of Responses:

1. Represents the number of shares earned in respect of the three-year performance period that ended on November 20, 2019, which shares will be delivered upon vesting in January 2020.

2. Represents the average sales price of multiple individual transactions at prices between $722.31 and $722.79. Filer agrees to provide, upon request by the Commission staff, full information regarding the number of shares purchased or sold at each separate price.

3. Represents the average sales price of multiple individual transactions at prices between $723.42 and $724.37. Filer agrees to provide, upon request by the Commission staff, full information regarding the number of shares purchased or sold at each separate price.

4. Represents the average sales price of multiple individual transactions at prices between $724.50 and $725.36. Filer agrees to provide, upon request by the Commission staff, full information regarding the number of shares purchased or sold at each separate price.

5. Represents the average sales price of multiple individual transactions at prices between $727.70 and $728.67. Filer agrees to provide, upon request by the Commission staff, full information regarding the number of shares purchased or sold at each separate price.

6. Represents the average sales price of multiple individual transactions at prices between $730.12 and $730.53. Filer agrees to provide, upon request by the Commission staff, full information regarding the number of shares purchased or sold at each separate price.

7. The options vested annually in five equal installments beginning on the first anniversary of the date of grant.

Remarks:

	Michelle M. Roe, Attorney in Fact	11/21/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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