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International Flavors & Fragrances (IFF) announced Board changes pursuant to its Cooperation Agreement with the Icahn Group. On October 20, 2025, Brett Icahn and Dr. Richard Mulligan were appointed to the Board, effective immediately, following the departures of Vincent Intrieri and Margarita Paláu-Hernández.
Mr. Icahn joined the Audit Committee and Transaction Committee, while Dr. Mulligan joined the Innovation Committee. The company stated both departing directors left without any disagreement with IFF, management, or the Board. The Board determined that Mr. Icahn and Dr. Mulligan qualify as independent directors under NYSE rules. Both will participate in the non-employee director compensation arrangements described in IFF’s 2024 Proxy Statement.
International Flavors & Fragrances Inc. (IFF) reporting person Mantas Jesus B, identified as a director, was granted 2,281 Restricted Stock Units (RSUs) on 09/02/2025. The RSUs convert one-for-one into common stock and are recorded as beneficially owned following the grant.
The RSUs vest on May 1, 2026 and have a stated price of $0.0000 per unit in the filing. The Form 4 was signed by an attorney-in-fact on 09/03/2025. No derivative transactions, dispositions, or additional terms beyond conversion and vesting date are disclosed in this filing.
Paul J. Fribourg, reported as a director of International Flavors & Fragrances Inc. (IFF), sold 15,450 shares and holds indirect beneficial ownership of 2,280,730 shares through Continental Grain Company. The filing also reports the grant of 2,281 restricted stock units (RSUs) that convert one-for-one into common stock and will vest on 05/01/2026. The RSUs are held directly by Mr. Fribourg and have a conversion price of $0.0000, meaning each RSU represents one share on vesting. The report includes an express disclaimer that Mr. Fribourg disclaims beneficial ownership of CGC-held shares except to the extent of his pecuniary interest.
International Flavors & Fragrances Inc. (IFF) reporting person Deborah Borg, EVP & Chief People & Culture Officer, disclosed transactions tied to vesting and settlement of restricted stock units (RSUs). On 09/02/2025 a total of 13,808 RSUs were reported as vested and settled (11,506 + 2,302), which converted one-for-one into common shares. Concurrently, 6,050 shares were sold to satisfy tax withholding (1,176 + 5,874) at $66.55 per share. After these transactions, Ms. Borg beneficially owned 40,112 shares (following one reported disposition) and 41,288 shares on another reported line, reflecting the different line-item presentations in the filing. The Form 4 was signed by an attorney-in-fact on 09/03/2025.
Form 3 filed for INTERNATIONAL FLAVORS & FRAGRANCES INC (IFF) reports initial beneficial ownership for Marc Birenkrant, who is listed as Controller & CAO and an officer. The filing states the reportable event date of 08/10/2025 and shows 3,643.15 shares held directly, plus 2,266.543 shares indirectly via a 401(k) and 3,431.7 shares indirectly via a deferred compensation plan. The filing discloses restricted stock unit grants converting one-for-one to common stock: 1,421 RSUs (granted 04/01/2025), 1,191 RSUs (granted 05/01/2024), and 1,167 RSUs (granted 05/03/2023), each vesting in three equal annual installments. The form is signed by an attorney-in-fact on 08/19/2025.
Dodge & Cox reports a material institutional holding in International Flavors & Fragrances (IFF). The firm beneficially owns 35,047,387 shares, equal to 13.7% of IFF's common stock. Dodge & Cox reports sole voting power for 33,346,737 shares and sole dispositive power for 35,047,387 shares. The Dodge & Cox Stock Fund specifically holds 16,276,300 shares (6.4%).
The filing identifies Dodge & Cox as an investment adviser and states these securities are held in the ordinary course of business and not for the purpose of changing or influencing control. This disclosure documents a sizable, passive institutional stake that may draw investor attention to ownership concentration and governance dynamics.
International Flavors & Fragrances (IFF) director Paul J. Fribourg reported a purchase of common stock. He directly acquired 15,450 shares on 08/07/2025 at a weighted average price of $64.8015, recorded with transaction code P and marked as an acquisition (A).
The filing also shows 2,280,730 shares listed as indirectly owned by Continental Grain Company; Mr. Fribourg expressly disclaims beneficial ownership of those shares except to the extent of any pecuniary interest. The filing notes the shares were purchased in multiple trades at prices ranging from $64.5650 to $64.9100.