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Amcor (NYSE: AMCR) taps Ryan Yost to lead Global Flexible Packaging

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(Moderate)
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Form Type
8-K

Rhea-AI Filing Summary

Amcor plc announced leadership changes in its Global Flexible Packaging Solutions division and investor relations function. Ryan D. Yost was appointed Division President, Global Flexible Packaging Solutions effective June 15, 2026, succeeding retiring division president Fred Stephan, who will remain as a special advisor until December 31, 2026.

Yost’s offer includes a $1,000,000 annual base salary, participation in the Management Incentive Plan with a target of 100% of salary, and Long-Term Incentive Plan awards targeting 300% of salary in equity grants. He will also receive a special LTIP grant with an anticipated fair value of 195% of salary, a one-time $175,000 cash bonus, and a $1,600,000 retention equity grant in restricted stock units vesting over two years.

The company also appointed Kate Pearlman as Senior Vice President, Investor Relations & Treasury, succeeding Tracey Whitehead. Both Stephan and Whitehead will stay with Amcor as advisors through December 31, 2026 to support a smooth transition.

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Insights

Amcor refreshes key leadership roles with competitive pay packages.

Amcor is executing a planned transition in a major operating division and in investor relations. The outgoing division leader and former investor relations head both remain as advisors through December 31, 2026, which supports continuity and knowledge transfer.

Ryan Yost’s compensation mix is heavily performance-oriented. He receives a $1,000,000 base salary, Management Incentive Plan target at 100% of salary with payouts from 0% to 200%, and Long-Term Incentive Plan equity awards targeting 300% of salary.

Additional incentives include a special LTIP grant with target value of 195% of salary, a $175,000 sign-on bonus, and a $1,600,000 retention RSU grant vesting over one and two years. These structures aim to align the new executive’s pay with multi‑year performance and retention, though their effectiveness will depend on actual results and market conditions.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Ryan Yost base salary $1,000,000 per year Annualized base salary under Yost Letter Agreement
MIP target bonus 100% of base salary Management Incentive Plan target opportunity
MIP payout range 0%–200% of base salary Bonus payout range based on performance
LTIP annual grant target 300% of base salary Target grant date fair value in equity
Special LTIP grant 195% of base salary Appointment-date performance shares and options
Sign-on cash bonus $175,000 One-time cash bonus payable March 2027
Retention RSU grant $1,600,000 Restricted stock units vesting over one and two years
Annualized sales $23 billion Company-wide annualized sales across more than 40 countries
Management Incentive Plan financial
"bonus, if any is earned, under the Company’s Management Incentive Plan"
A management incentive plan is a structured pay program that rewards company executives and senior managers when they meet specific goals, using cash bonuses, stock awards, or options. It matters to investors because it helps align leaders’ actions with shareholder interests—like tying a coach’s bonus to a team’s wins—while influencing retention, risk-taking and potential share dilution, all of which can affect company performance and stock value.
Long-Term Incentive Plan financial
"For Long-Term Incentive Plan (“LTIP”) awards issued prior to July 1, 2025"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
Equity Management Incentive Plan financial
"vesting in full of any unvested Equity Management Incentive Plan awards"
Executive Change in Control Severance Plan financial
"entitled to participate in the Company’s Executive Change in Control Severance Plan"
COBRA financial
"the right to elect benefit continuation coverage under COBRA"
COBRA is a U.S. federal law that lets employees and their dependents temporarily keep employer-sponsored health insurance after job loss, reduction in hours, or other qualifying events by paying the premiums themselves. Investors should care because offering COBRA can affect a company’s cash flow, administrative costs and legal disclosures when workforce changes occur—similar to a former club member paying to keep their membership active after leaving the club.
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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): June 10, 2026

 

 

 

AMCOR PLC

(Exact name of registrant as specified in its charter)

 

 

 

Jersey 001-38932 98-1455367
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer Identification No.)

 

83 Tower Road North  
Warmley, Bristol  
United Kingdom BS30 8XP
(Address of principal executive offices) (Zip Code)

 

+44 117 9753200

(Registrant’s telephone number, including area code)

 

 

 

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, par value $0.05 per share AMCR New York Stock Exchange
1.125% Guaranteed Senior Notes Due 2027 AUKF/27 New York Stock Exchange
5.450% Guaranteed Senior Notes Due 2029 AMCR/29 New York Stock Exchange
3.200% Guaranteed Senior Notes Due 2029 AUKF/29 New York Stock Exchange
3.950% Guaranteed Senior Notes Due 2032 AMCR/32 New York Stock Exchange
3.750% Guaranteed Senior Notes Due 2033 AUKF/33 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 June 15, 2026, Amcor plc (the “Company”) announced that Fred Stephanthe Company’s Division President, Global Flexible Packaging Solutions, will retire from his officer role effective June 30, 2026. Mr. Stephan will remain employed as a special advisor to the Company until December 31, 2026 (the “Retirement Date”) to ensure a smooth transition of his duties. Mr. Stephan’s retirement from the Company is not as a result of any disagreement with the Company.

 

Mr. Stephan is a party to an employment agreement with the Company’s affiliate, Amcor Flexibles North America, Inc., dated June 21, 2019 (the “Stephan Employment Agreement”), which was modified by letter agreements dated September 5, 2024 and April 30, 2025 between Amcor Flexibles North America, Inc. and Mr. Stephan (the “Stephan Letter Agreements” and, together with the Stephan Employment Agreement, the “Existing Employment Agreement”). In connection with Mr. Stephan’s retirement, he has entered into a Transition, Retirement Agreement and General Release with the Company, dated June 10, 2026 (the “Transition and Retirement Agreement”). Following the Retirement Date, Mr. Stephan will have no further rights under the Existing Employment Agreement. The Transition and Retirement Agreement provides for the following, in exchange for Mr. Stephan’s execution of a general release of claims, as well as continued compliance with the covenants in the Transition and Retirement Agreement and the Existing Employment Agreement: (1) continued base salary at the amount that Mr. Stephan was receiving immediately prior to his retirement from his officer role, and continued benefits, through the Retirement Date; (2) a cash bonus equal to the bonus, if any is earned, under the Company’s Management Incentive Plan (“MIP”), pro-rated to reflect the six month period ending on the Retirement Date, at the same time such bonuses are otherwise paid; (3) accrued benefits including unused paid time off earned through the Retirement Date; (4) the right to elect benefit continuation coverage under COBRA; (5) vesting in full of any unvested Equity Management Incentive Plan awards held by Mr. Stephan on the Retirement Date; (6) for Long-Term Incentive Plan (“LTIP”) awards issued prior to July 1, 2025, (i) the ability to exercise vested but unexercised options or for 90 days after the Retirement Date, and (ii) pro-rated vesting of performance-based equity awards and options if more than half of the performance period has been satisfied as of the Retirement Date, with performance tested as of the assessment date and 90 days to exercise following their vesting date; and (7) other than as discussed herein, treatment of any other awards granted to Mr. Stephan on or after July 1, 2025 in accordance with the terms and conditions of the applicable award agreements and the equity plan.

 

In exchange for the payments made under the Transition and Retirement Agreement, Mr. Stephan provides a general release of claims as related to the Company and its affiliates, officers, directors, and shareholders. The Transition and Retirement Agreement and Existing Employment Agreement contain customary restrictive covenants relating to non-competition, non-solicitation, non-disparagement, and confidentiality, for which the payments described above will serve as consideration.

 

Mr. Ryan D. Yost, 50, has been appointed to serve as the Company’s Division President, Global Flexible Packaging Solutions, effective June 15, 2026. Mr. Yost previously served as President of Avery Dennison Materials Group, a global business of Avery Dennison Corporation, where he was responsible for the group’s overall global strategy and its short- and long-term business, financial and operating objectives. Prior to assuming that role in March 2024, Mr. Yost served as Vice President and General Manager of Avery Dennison Identification Solutions since 2021, and of Vestcom since 2022, where he led the businesses’ transformation into a high-growth organization focused on innovative solutions for the food, retail and logistics market segments. Mr. Yost previously served as Vice President and General Manager of Avery Dennison Printer Solutions from 2019 - 2021, where he led global operations and commercial teams. During his more than 25 years with Avery Dennison, Mr. Yost has held roles of increasing responsibility across multiple divisions of Avery Dennison, including leadership positions in operations and supply chain. Prior to joining Avery Dennison, Mr. Yost was a management consultant with Ernst & Young. Mr. Yost received his BSBA from Bowling Green State University and his Master of Business Administration from Cleveland State University.

 

In connection with Mr. Yost’s appointment, he entered into an offer letter with Amcor Flexibles North America, Inc., dated June 10, 2026 (the “Yost Letter Agreement”), that sets forth employment and compensation terms. Pursuant to the terms of the Yost Letter Agreement, Mr. Yost will receive an annualized base salary of US $1,000,000 and will participate in the MIP with a target opportunity of 100% of base salary and payouts ranging from 0% to 200% of base salary based on achievement of performance targets set by the Company, with his fiscal 2026 participation pro-rated to reflect his appointment date. Mr. Yost will also participate in the LTIP with annual grants made to him with respect to a number of shares having target grant date fair value of 300% of his base salary. Additionally, on his appointment date, Mr. Yost will receive a special grant under the LTIP with respect to a number of performance shares and stock options having an anticipated target grant date fair value of 195% of his base salary.

 

 

 

 

Mr. Yost will also receive a one-time sign-on cash bonus of US $175,000 payable in March 2027, and a special retention equity grant at the appointment date of restricted stock units having a value of US $1,600,000, 50% of which will vest one year from the appointment date and the other 50% of which will vest two years from the appointment date. Mr. Yost will receive financial support to relocate to Deerfield, IL in accordance with the Company’s relocation policy.

 

Mr. Yost will be entitled to participate in the Company’s Executive Change in Control Severance Plan as a non-CEO participant. Mr. Yost will also be subject to restrictive covenants, as set forth in the Yost Letter Agreement, including perpetual confidentiality, assignment of inventions, and non-solicitation and non-competition covenants that continue for twelve months following termination of employment. The notice period for Mr. Yost to terminate his employment under the Yost Letter Agreement is six months’ written notice.

 

There are no transactions since the beginning of the Company’s last fiscal year in which the Company is a participant and in which Mr. Yost or any members of his immediate family have any interest that are required to be reported under Item 404(a) of Regulation S-K. No family relationships exist between Mr. Yost and any of the Company’s directors or executive officers. The appointment of Mr. Yost was not pursuant to any arrangement or understanding between him and any person, other than a director or executive officer of the Company acting in his or her official capacity.

 

The foregoing descriptions of the Transition and Retirement Agreement and the Yost Letter Agreement are not complete, are in summary form only and are qualified in their entirety by reference to the full text of the Transition and Retirement Agreement and the Yost Letter Agreement, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K, respectively. A copy of the press release announcing the retirement of Mr. Stephan and the hiring of Mr. Yost is included as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

    Exhibit Index
Exhibit
No.
  Description
10.1   Transition, Retirement Agreement and General Release between Amcor Flexibles North America, Inc. and Fred Stephan, dated as of June 10, 2026.
10.2   Letter Agreement between Amcor Flexibles North America, Inc. and Ryan D. Yost, dated as of June 10, 2026.
99.1   Press Release of Amcor plc, dated June 15, 2026.
104   Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  AMCOR PLC
     
Date  June 15, 2026 /s/ Damien Clayton
  Name: Damien Clayton
  Title: Company Secretary

 

 

 

Exhibit 99.1 

 

Press release

 

Amcor announces key leadership appointments to accelerate growth

 

Ryan Yost appointed Division President, Global Flexible Packaging Solutions

 

Kate Pearlman appointed Senior Vice President, Investor Relations & Treasury

 

ZURICH, June 15, 2026 — Amcor (NYSE: AMCR, ASX: AMC), a global leader in developing and producing responsible packaging solutions, today announced the appointments of Ryan Yost as Division President, Global Flexible Packaging Solutions, and Kate Pearlman as Senior Vice President, Investor Relations & Treasury.

 

With 25 years of leadership roles at Avery Dennison, Ryan brings proven success in delivering consistent, profitable organic growth, most recently as President of Avery Dennison’s global $6 billion Materials Group. He previously held various senior leadership roles spanning commercial, operations, supply chain and material science responsibilities. Ryan will accelerate Amcor’s organic growth strategy across the Global Flexible Packaging Solutions platform, building on the business’ leadership positions in attractive end markets including healthcare, protein, pet food, liquids, beauty and personal care and food service. He will be based in the U.S.

 

Kate has more than 20 years of experience in investor relations, global treasury and risk management leadership at Fortune 200 companies. She joins Amcor from Lowe’s, where she held the role of Vice President, Investor Relations and Treasurer. Kate will lead Amcor’s global investor relations function and will also assume responsibility for Amcor’s treasury operations. In this expanded role, she will strengthen alignment across capital market management, value creation and shareholder engagement. Kate will report to Stephen Scherger, Executive Vice President and Chief Financial Officer, and the role will be based in the U.S.

 

“Ryan and Kate are exceptional leaders with proven track records of driving growth, building high-performing teams and translating strategy into results across large, global organizations,” said Peter Konieczny, Amcor Chief Executive Officer. “I am highly confident in Amcor’s business, strategy and ability to deliver for our customers and shareholders. Ryan and Kate bring the right expertise to help us build momentum, and we’re excited to welcome them as we position Amcor for its next phase of growth.”

 

Ryan succeeds Fred Stephan, who is retiring from Amcor, and Kate succeeds Tracey Whitehead, who has chosen to remain in Australia and pursue opportunities there. Fred and Tracey will remain with Amcor as advisors through Dec. 31, 2026, to ensure a smooth transition.

 

“Fred and Tracey have each made a lasting impact on Amcor, and I thank them for their outstanding leadership, partnership and unwavering commitment to the company,” Peter said. “Fred has been instrumental in strengthening our global flexibles business and positioning the business for continued strong performance, while Tracey has served as a highly respected and trusted leader in our engagement with the investment community.”

 

About Amcor

 

Amcor is the global leader in developing and producing responsible consumer packaging and dispensing solutions across a variety of materials for nutrition, health, beauty and wellness categories. Our global product innovation and sustainability expertise enables us to solve packaging challenges around the world every day, producing a range of flexible packaging, rigid packaging, cartons and closures that are more sustainable, functional and appealing for our customers and their consumers. We are guided by our purpose of elevating customers, shaping lives and protecting the future. Supported by a commitment to safety, over 75,000 people generate $23 billion in annualized sales from operations that span over 400 locations in more than 40 countries. NYSE: AMCR; ASX: AMC

www.amcor.com | LinkedIn | YouTube 

 

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FAQ

What leadership changes did Amcor (AMCR) announce in this 8-K?

Amcor announced Ryan Yost as Division President, Global Flexible Packaging Solutions, and Kate Pearlman as Senior Vice President, Investor Relations & Treasury. They replace retiring leaders Fred Stephan and Tracey Whitehead, who will stay on as advisors through December 31, 2026 to support transition.

What is Ryan Yost’s compensation package at Amcor (AMCR)?

Ryan Yost will receive a $1,000,000 annual base salary, target bonus equal to 100% of salary under the Management Incentive Plan, and Long-Term Incentive Plan equity grants targeting 300% of salary, plus a special LTIP grant, $175,000 sign-on cash bonus, and $1,600,000 retention RSUs.

How are Ryan Yost’s incentive opportunities structured at Amcor (AMCR)?

Yost’s Management Incentive Plan allows payouts from 0% to 200% of base salary based on performance targets. His Long-Term Incentive Plan provides annual equity grants targeting 300% of salary, a special performance share and option grant valued at 195% of salary, and additional time-vested restricted stock units.

When does Amcor’s outgoing division president Fred Stephan retire?

Fred Stephan will retire from his officer role effective June 30, 2026 and then serve as a special advisor until December 31, 2026. His existing employment agreement will cease after that date, replaced by a Transition and Retirement Agreement outlining continued pay, benefits and equity treatment.

What severance or protection does Ryan Yost receive in case of a change in control at Amcor (AMCR)?

Ryan Yost will participate in Amcor’s Executive Change in Control Severance Plan as a non-CEO participant. This plan provides defined protections in connection with certain change-in-control events, alongside his standard notice period of six months if he chooses to terminate employment.

How large is Amcor’s global business according to this disclosure?

Amcor states it is supported by over 75,000 people generating $23 billion in annualized sales from more than 400 locations across over 40 countries. These figures highlight the company’s global scale in consumer packaging and dispensing solutions across nutrition, health, beauty and wellness markets.

Filing Exhibits & Attachments

7 documents