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):

May 4, 2023

 

Perrigo Company plc

(Exact name of registrant as specified in its charter)

 

Commission file number 001-36353

 

Ireland		Not Applicable
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

The Sharp Building, Hogan Place, Dublin 2, Ireland D02 TY74

+353 1 7094000

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

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
Ordinary shares, €0.001 par value		PRGO		New York Stock Exchange
3.900% Notes due 2024		PRGO24		New York Stock Exchange
4.375% Notes due 2026		PRGO26		New York Stock Exchange
4.400% Notes due 2030		PRGO30		New York Stock Exchange
5.300% Notes due 2043		PRGO43		New York Stock Exchange
4.900% Notes due 2044		PRGO44		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 May 4, 2023, Murray S. Kessler, President and Chief Executive Officer of Perrigo Company plc (“Perrigo” or the “Company”) advised Perrigo’s Nominating & Governance Committee of his intent to retire as President and Chief Executive Officer, with a target effective date of July 31, 2023. Mr. Kessler will be working with Perrigo’s Board of Directors (the “Board”) to secure his successor and to ensure a smooth transition. The Nominating & Governance Committee, together with the Chairman of the Board, is leading the succession planning process and search for Mr. Kessler’s successor.

 

Item 8.01.

Other Events.

A copy of the press release issued by the Company on May 9, 2023 relating to the management change described above is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

ITEM 9.01.

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit Number		Description
99.1		Press Release issued by Perrigo Company plc on May 9, 2023
104		Cover Page Interactive Data file (embedded within the Inline XBRL document).

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.

 

				(Registrant)
				PERRIGO COMPANY PLC
				By:		/s/ Eduardo Bezerra
Dated: May 9, 2023						Eduardo Bezerra
						Chief Financial Officer