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PERRIGO COMPANY PLC 8-K Filings

PRGO NYSE

Every 8-K that PERRIGO COMPANY PLC (PRGO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow PRGO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PRGO filings page.

Rhea-AI Summary

Perrigo Company plc reported second‑quarter 2026 continuing‑operations net sales of $1,022.8 million, down 3.2% year over year, as category softness and lower retail inventories weighed on Core Self Care and Specialty Care. Reported diluted EPS was $0.63 versus $0.00, aided by the gain on the Dermacosmetics divestiture.

All In adjusted diluted EPS was $0.50, down from $0.57, with adjusted gross margin contracting to 35.6% and adjusted operating margin to 12.2%. Core net sales were $907 million, down 3.1%, while Infant Formula net sales rose 23.1% to $100.9 million with improved profitability.

The company generated $83 million of net cash from operating activities in the quarter ended June 27, 2026, held $400 million of cash and cash equivalents and had total debt of $3.3 billion. Approximately $359 million of Dermacosmetics proceeds were applied to debt reduction, and management reaffirmed 2026 adjusted EPS guidance of $2.00–$2.30 All In and $2.25–$2.55 Core.

Rhea-AI Summary

Perrigo Company plc has detailed the compensation package for Interim President and Chief Executive Officer Albert A. Manzone in a new employment agreement effective July 3, 2026. The agreement covers a fixed term from June 7, 2026 through December 31, 2026, with a possible month-to-month extension of up to 90 days if a permanent CEO is not yet hired.

Under the agreement, Mr. Manzone will receive an annual base salary of $1,270,000 and a one-time cash bonus of $250,000, subject to performance metrics approved by the board and generally payable at the end of the fixed term or upon termination in connection with a change of control. He will also receive a one-time special restricted stock unit grant with a grant-date fair value of $2,500,000 under Perrigo’s 2026 Long-Term Incentive Plan, which vests upon the earlier of one year, the hiring of a permanent CEO, or a qualifying change-of-control termination.

Rhea-AI 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.

Rhea-AI Summary

Perrigo Company plc announced that its Board of Directors has appointed Salman Amin and Omer Gajial as independent directors, effective June 30, 2026, increasing the Board size from 8 to 10 members.

Amin brings more than 30 years of global consumer products experience, including serving as CEO of pladis Global and senior roles at SC Johnson, PepsiCo, and Procter & Gamble. Gajial is CEO of GoTo Foods, which operates over 7,000 restaurant and retail locations, and previously held senior leadership roles at Albertsons Companies. Both will receive the standard non-employee director compensation described in Perrigo’s March 20, 2026 proxy statement, and there are no related-party transactions disclosed.

Rhea-AI Summary

Perrigo Company plc announced a leadership change as Patrick Lockwood-Taylor resigned immediately as President, CEO and board member after the board determined certain personal conduct was not consistent with the company’s Code of Conduct and core values. The company stated the conduct did not involve its business, strategy, operations, financial reporting or results.

The board appointed director Albert A. Manzone as Interim President and CEO and began a comprehensive search for a permanent successor. Perrigo reaffirmed its full-year 2026 outlook, including All In net sales growth of (5.5)% to (1.5)%, All In adjusted EPS of $2.00 to $2.30, Core net sales growth of (3.0)% to +1.0% and Core adjusted EPS of $2.25 to $2.55.

Rhea-AI Summary

Perrigo Company plc reported a large first‑quarter 2026 loss driven by a non‑cash goodwill impairment but kept its full‑year outlook. All In net sales from continuing operations fell to $969.2 million, down 7.2% year over year, with Core net sales down 8.3% as weaker cough, cold and other categories offset share gains.

Reported gross margin declined to 33.6% and reported operating margin dropped to (38.4)% after a $330.8 million goodwill impairment and higher restructuring charges. Reported diluted EPS from continuing operations was $(2.81), while All In adjusted diluted EPS was $0.43, down from $0.60. Specialty Care grew net sales 4.0% with stronger Women’s Health brands such as Opill and ellaOne, while Self Care net sales fell 11.5%.

After quarter end, Perrigo completed the sale of its Dermacosmetics business, receiving about €305.6 million in upfront cash expected to support debt reduction. Management reaffirmed 2026 guidance, including All In adjusted EPS of $2.00–$2.30 and Core adjusted EPS of $2.25–$2.55, and continues to highlight second‑half improvement despite current category and macro headwinds.

Rhea-AI Summary

Perrigo Company plc held its 2026 Annual General Meeting of Shareholders on April 30, 2026. Shareholders approved the new 2026 Long-Term Incentive Plan, which became effective immediately and replaces the company’s 2019 long-term incentive plan.

All listed director nominees were elected with strong majorities; for example, Bradley A. Alford received 105,969,898 votes for and 1,290,063 against. Shareholders also voted on additional proposals that received substantial levels of support, with several items drawing more than 110 million votes in favor and limited opposition or abstentions.

Rhea-AI Summary

Perrigo Company plc has completed the sale of its branded Dermacosmetics business to Karo Healthcare for total consideration of up to €332.6 million. The deal includes €305.6 million in upfront cash, with €5.6 million from net working capital adjustments, and up to €27.0 million of contingent consideration tied to net sales milestones over three years. In calendar 2025, the Dermacosmetics business generated about €120 million of net sales and around 5% of Perrigo’s adjusted operating income, so the divestiture is meaningful but not company‑defining. Perrigo expects to use the net proceeds primarily to reduce debt, which it believes will improve financial flexibility and strengthen its balance sheet.

For 2025, Perrigo reported consolidated continuing net sales of $4,253.1 million and a reported operating loss of $1,122.2 million, driven largely by $1.3 billion of goodwill impairment and other charges. After adjustments for amortization, restructuring, litigation, impairments and other items, adjusted operating income was $622.3 million, or 14.6% of net sales, equivalent to €551.4 million using a 0.8860 EUR/USD exchange rate.

Rhea-AI Summary

Perrigo Company plc updated its financial reporting to three product-based segments—Self Care, Specialty Care, and Infant Formula—and recast prior periods accordingly. For the year ended December 31, 2025, consolidated net sales were $4,253.1 million, compared with $4,373.4 million in 2024. Segment adjusted operating income for 2025 was $622.3 million, while reported operating income showed a loss of $1,122.2 million after recognizing a $1.3 billion goodwill impairment and a $33.6 million impairment on an equity method investment. The company also recorded restructuring, unusual litigation, and other adjustments, and continues to emphasize non‑GAAP measures such as adjusted operating income to evaluate performance. Recast segment data and non‑GAAP reconciliations for 2024–2025 are provided to help comparability under the new structure.

Rhea-AI Summary

Perrigo Company plc entered into an amended and restated senior secured credit agreement with JPMorgan and other lenders. The facility includes a $1.0 billion revolving credit facility maturing March 20, 2031 and a $972.4 million term loan B maturing April 20, 2029, with the term loan’s balance and maturity unchanged.

Perrigo drew on the revolver to fully prepay its prior Term A loans, including accrued interest, fees and transaction costs. The agreement removes the credit spread adjustment on revolver loans, adds secured net leverage and cash interest coverage covenants, and continues to secure obligations with substantially all tangible and intangible assets of key subsidiaries.

Rhea-AI Summary

Perrigo Company plc reported fourth-quarter and full-year 2025 results showing a large non-cash goodwill impairment and solid adjusted performance. A $1.3 billion goodwill impairment drove a 2025 reported net loss of $1.40 billion, or $(10.12) per share, versus a $(1.17) loss a year earlier. Adjusted net income was $381.6 million, with adjusted EPS of $2.75, up 7.0% from $2.57, helped by cost-savings programs and currency tailwinds despite softer infant formula and OTC demand. Net sales fell 2.8% to $4.25 billion, with organic net sales down 2.4% as infant formula and contract manufacturing weakened, partially offset by share gains in key brands and store brands. The company completed its Supply Chain Reinvention Program and substantially finished Project Energize, together delivering over $320 million in annual run-rate benefits, and plans fewer than $20 million of additional costs through 2026.

For 2026, Perrigo introduced an ‘All In’ outlook that includes infant formula and divestitures, guiding to net sales growth of -5.5% to -1.5% and adjusted diluted EPS of $2.00 to $2.30. It also issued a ‘CORE Perrigo’ outlook excluding infant formula and previously announced divestitures, with reported net sales growth of -3.0% to +1.0%, CORE organic net sales of -3.5% to +0.5%, and CORE adjusted EPS of $2.25 to $2.55 versus 2025 CORE adjusted EPS of $2.52. Management is launching a new two‑year operational enhancement program, targeting $80–$100 million in annualized pre‑tax savings by the end of fiscal 2027 and reducing about 7% of its workforce. Perrigo also expects to close the sale of its Dermacosmetics business for up to €327 million in the second quarter of 2026, subject to customary conditions.

Rhea-AI Summary

Perrigo Company plc (PRGO) furnished an 8-K announcing two items: it released earnings for the third quarter ended September 27, 2025 (Item 2.02), and it is initiating a strategic review of its infant formula business (Item 7.01). Both related press releases were furnished as Exhibits 99.1 and 99.2 on November 5, 2025.

The company highlighted use of non-GAAP measures to evaluate ongoing operating trends, comparability, and performance assessment. For recent periods, adjustments included amortization of acquired intangibles, unusual litigation, restructuring and termination benefits, impairment charges, infant formula remediation, divestiture gains or losses, foreign currency translation, non-GAAP tax adjustments, and other items. Management also references constant currency net sales and free cash flow among the metrics it reviews.

The earnings and strategic review press releases are expressly furnished, not filed, limiting their incorporation by reference under the Exchange Act and Securities Act.

Rhea-AI Summary

Perrigo Company plc (NYSE: PRGO) has signed a definitive Master Sale and Purchase Agreement dated 13 July 2025 to divest its Dermacosmetics branded business in Northern Europe, the Netherlands and Poland to Kairos Bidco AB, an investment vehicle managed by an affiliate of KKR. The transaction covers 100 % of the shares of Aco Hud Nordic AB and ancillary production, packaging and distribution assets.

Transaction economics: Kairos will pay €300 million in cash at closing, subject to customary working-capital, inventory, debt and cash adjustments. Perrigo is also eligible for up to €27 million of contingent consideration tied to performance milestones over a three-year period. Post-closing, Perrigo will provide transition services for a fee.

Timing & conditions: Closing is targeted for Q1 2026 and is contingent on (i) antitrust and other regulatory approvals, (ii) completion of agreed pre-closing restructurings, (iii) works-council consultations in certain jurisdictions and (iv) consummation of KKR’s separate acquisition of Karo Healthcare. Either party may terminate if the deal is not completed within 18 months.

Key covenants: Until closing, Perrigo must operate the Dermacosmetics business in the ordinary course, seek Kairos’s consent for certain actions, enter into non-compete and non-solicitation agreements, and continue marketing investment. Standard reps, warranties and indemnities apply; certain confidential schedules are omitted.

Strategic context: The sale further rationalises Perrigo’s portfolio after earlier divestitures (Rx, HRA Rare Diseases, Hospital & Specialty) and adds liquidity that can be redeployed toward core consumer-self-care operations or debt reduction. Management disclosed the deal via Form 8-K (Item 1.01) and a press release (Exhibit 99.1).