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Perrigo (PRGO) reinstates executive severance policy tied to CEO transition

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Perrigo Company plc has reinstated its Executive Committee Severance Policy for most executive officers, excluding the Interim CEO and any successor CEO. The policy applies to qualifying terminations without cause or for good reason from June 7, 2026 until 12 months after a new CEO starts.

During this transition period, eligible executives who experience a qualifying termination will receive 1.5 times the sum of base salary and target bonus, paid over an 18‑month severance period. Perrigo will also pay the employer portion of COBRA premiums during that period, provide a pro rata bonus based on actual performance, and offer career transition assistance.

The policy, which was reinstated on June 29, 2026, will terminate at the end of the transition period. All benefits are conditioned on a release of claims and ongoing confidentiality, invention, non-disparagement, non-compete, and non-solicitation obligations.

Positive

  • None.

Negative

  • None.
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.
Policy reinstatement date June 29, 2026 Date Perrigo reinstated the Executive Severance Policy
Transition period start June 7, 2026 Beginning of period during which qualifying terminations are covered
Severance multiple 1.5x salary and target bonus Benefit for qualifying terminations under Executive Severance Policy
Severance duration 18 months Period over which severance pay is made
COBRA coverage Employer portion of premiums Paid by Perrigo during the 18‑month severance period
Transition period end 12 months after successor CEO start Policy terminates at this point
Executive Severance Policy financial
"the Company reinstated the Perrigo Company plc Executive Committee Severance Policy"
qualifying termination financial
"a “qualifying termination” during the period from June 7, 2026"
good reason financial
"resignation for “good reason” (each as defined in the Executive Severance Policy"
COBRA premiums financial
"the Company will pay the employer portion of COBRA premiums"
non-compete financial
"subject to a release of claims as well as confidentiality, invention, non-disparagement, non-compete"
A non-compete is a contract clause that prevents an employee, executive, or seller from working for or starting a rival business for a set time and area after leaving a company. It matters to investors because it protects the value of intellectual property, customer relationships and key personnel—like putting a temporary fence around a company’s customers and know‑how—while also creating legal and operational constraints that can affect talent mobility and deal attractiveness.
non-solicitation financial
"non-disparagement, non-compete and non-solicitation provisions"
A non-solicitation clause is a contractual promise that one party will not actively try to lure away another party’s employees, customers, or suppliers. For investors, it signals protection of a company’s workforce and client base after a deal or partnership—reducing the risk that key staff or revenue sources will be poached and therefore helping preserve the business’s value, predictability, and post-transaction earnings. Think of it as an agreement not to knock on a neighbor’s door to take their business or team.
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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 29, 2026
_______________________________________________
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 classTrading Symbol(s)Name of each exchange on which registered
Ordinary shares, €0.001 par valuePRGONew York Stock Exchange
4.900% Notes due 2030
PRGO30New York Stock Exchange
6.125% Notes due 2032
PRGO32A
New York Stock Exchange
5.375% Notes due 2032
PRGO32B
New York Stock Exchange
5.300% Notes due 2043PRGO43New York Stock Exchange
4.900% Notes due 2044PRGO44New 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 29, 2026, the Company reinstated the Perrigo Company plc Executive Committee Severance Policy, as amended and restated (the “Executive Severance Policy”) which previously terminated effective January 15, 2020. Each of the Company’s executive officers other than the Interim Chief Executive Officer and any successor Chief Executive Officer will be eligible to participate in the Executive Severance Policy. The Executive Severance Policy provides, in the event of termination without “cause” or resignation for “good reason” (each as defined in the Executive Severance Policy, a “qualifying termination”) during the period from June 7, 2026 until 12 months after the date on which a successor to Patrick Lockwood-Taylor commences employment as the Company’s Chief Executive Officer (the “Transition Period”), participating executives will be entitled to 1.5 times the sum of base salary and target bonus payable over an 18-month severance period, and during such severance period the Company will pay the employer portion of COBRA premiums. Participating executives will also be entitled to a pro rata bonus payment based on actual performance for the year of termination and career transition assistance. The Executive Severance Policy will terminate at the end of the Transition Period.

The above-described payments, benefits and equity award treatment are subject to a release of claims as well as confidentiality, invention, non-disparagement, non-compete and non-solicitation provisions.





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/ Charles Atkinson
Dated: July 6, 2026Charles Atkinson
General Counsel & Company Secretary

FAQ

What executive change did Perrigo (PRGO) report in this 8-K?

Perrigo reinstated its Executive Committee Severance Policy for most executive officers. It had previously terminated the policy in January 2020. The reinstated policy defines severance protections during a transition period tied to the appointment of a successor Chief Executive Officer.

Which Perrigo (PRGO) executives are covered by the reinstated severance policy?

The policy covers all Perrigo executive officers except the Interim CEO and any successor CEO. These participating executives become eligible for severance benefits if they experience a qualifying termination during the specified transition period surrounding the leadership change.

What severance benefits can Perrigo (PRGO) executives receive under the policy?

Eligible executives receive 1.5 times base salary plus target bonus, paid over an 18‑month severance period. Perrigo also pays the employer portion of COBRA premiums, provides a pro rata bonus based on actual performance, and offers career transition assistance for the year of termination.

When does Perrigo’s (PRGO) Executive Severance Policy apply and end?

The policy applies to qualifying terminations from June 7, 2026 until 12 months after a successor to Patrick Lockwood‑Taylor starts as CEO. It automatically terminates at the end of this transition period, limiting the duration of the enhanced protections.

What conditions must Perrigo (PRGO) executives meet to receive severance benefits?

Executives must have a qualifying termination and provide a release of claims. They are also subject to confidentiality, invention assignment, non-disparagement, non-compete, and non-solicitation provisions, which continue to bind them while receiving severance pay and related benefits.

How does Perrigo (PRGO) define qualifying terminations in this policy?

The policy provides benefits for a termination without “cause” or resignation for “good reason”, as defined in the Executive Severance Policy. These events, occurring during the transition period, are collectively referred to as qualifying terminations for purposes of severance eligibility.

Filing Exhibits & Attachments

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