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Michel Lagarde to lead West Pharmaceutical (NYSE: WST) as new CEO

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

Rhea-AI Filing Summary

West Pharmaceutical Services announced that Michel Lagarde will become President and Chief Executive Officer and join the Board, effective August 31, 2026, succeeding Eric M. Green, who will retire from his roles on that date. Lead Independent Director Robert F. Friel will become Chair of the Board.

Lagarde’s employment agreement sets an annual base salary of $1,175,000 and a target annual incentive equal to 125% of salary, prorated for 2026. He will receive 2026 long‑term incentive awards valued at $8,611,111 and one‑time inducement equity grants with a maximum aggregate value of $10,000,000, combining performance share units, restricted stock units and stock options.

The agreement provides severance protections, including salary continuation and benefits for certain terminations, and enhanced cash and equity vesting if termination occurs within two years after a change in control. Lagarde will relocate to the company’s Exton, Pennsylvania headquarters and continue West’s focus on injectable drug delivery solutions.

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Insights

Planned CEO succession with a market‑standard, equity‑heavy pay package.

West Pharmaceutical Services is executing an orderly leadership transition, naming Michel Lagarde as CEO and director effective August 31, 2026, while current CEO Eric Green retires. The Board chair role will shift to Lead Independent Director Robert F. Friel, preserving independent board leadership.

Lagarde’s compensation blends fixed pay with variable incentives: a $1,175,000 base salary, a target bonus at 125% of salary, and 2026 long‑term incentives valued at $8,611,111. One‑time inducement equity of up to $10,000,000 ties much of his upside to share performance and tenure.

Severance terms include 12 months of salary continuation and COBRA benefits for certain terminations, and increased cash and full vesting of outstanding equity if separation occurs within two years after a change in control. These provisions are described as consistent with the outgoing CEO’s agreement, framing them as continuity rather than a structural change.

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 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
CEO base salary $1,175,000 per year Annual base salary for Michel Lagarde as CEO
Target annual incentive 125% of salary ($1,468,750) Target bonus under Corporate Annual Incentive Plan, prorated for 2026
2026 LTI grant value $8,611,111 Total 2026 long-term incentive awards, prorated from $10,000,000 target
Inducement equity maximum $10,000,000 Maximum aggregate grant value for one-time inducement equity awards
Sign-on grant value $6,875,000 Total grant date value of sign-on equity, in same mix as prorated 2026 LTI
Matching RSU and option caps $1,250,000 RSUs; $1,875,000 options Based on 50% and 75% of stock purchase amount capped at $2,500,000
Change-in-control cash severance 2x salary + 3-year avg bonus Lump sum on qualifying termination within two years after change in control
Fiscal 2025 net sales $3.07 billion West Pharmaceutical Services net sales for fiscal year 2025
performance share units financial
"For 2026, those awards are made 50% as performance share units (“PSUs”), 25% as restricted stock units"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
restricted stock units financial
"For 2026, those awards are made 50% as performance share units (“PSUs”), 25% as restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
change in control financial
"for a termination by the Company without Cause or by Mr. Lagarde for Good Reason within two years after a change in control"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
COBRA benefits financial
"12 months of salary continuation and COBRA benefits for an involuntary termination by the Company without Cause"
280G best net cutback financial
"Change in control severance benefits will be subject to a standard 280G best net cutback provision"
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0000105770false00001057702026-05-312026-05-31

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 31, 2026
wstlogoq319.jpg
WEST PHARMACEUTICAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania
1-8036
23-1210010
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
530 Herman O. West Drive, Exton, PA
19341-1147
(Address of principal executive offices)
(Zip Code)
 Registrant’s telephone number, including area code: 610-594-2900
Not Applicable
(Former name or 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 (see General Instruction A.2. below):
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 SymbolName of each exchange on which registered
Common Stock, par value $0.25 per shareWSTNew 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.

1


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 9, 2026, West Pharmaceutical Services, Inc. (the “Company”) filed a Current Report on Form 8-K announcing that Mr. Eric M. Green, President, Chief Executive Officer and Chair of the Board of Directors (the “Board”) of the Company, informed the Board on March 6, 2026 of his intent to retire from those positions once his successor has been hired in order to ensure a smooth transition.

On June 1, 2026, the Company announced the appointment of Michel Lagarde as President and Chief Executive Officer of the Company, effective August 31, 2026 (the “Start Date”), to replace Mr. Green in those roles. As of the Start Date, Mr. Green will resign as a member of the Board and Mr. Lagarde will be appointed as a member of the Board to fill that vacancy. As of the Start Date, Lead Independent Director Robert F. Friel will become Chair of the Board.

Mr. Lagarde, 52, has served as Executive Vice President and Chief Operating Officer at Thermo Fisher Scientific, Inc., with responsibility for the majority of the company’s businesses. He joined Thermo Fisher in 2017 as Senior Vice President and President, Pharma Services, through its acquisition of Patheon N.V. Before Thermo Fisher, Mr. Lagarde was President and Chief Operating Officer at Patheon N.V., a pharma services company, from 2016 to 2017, and Managing Director at JLL Partners, a private equity firm focused on health care services, from 2008 to 2016. Earlier in his career, he spent 12 years at Philips, a global leader in health technology, in a range of finance roles across several international markets. In 2023, Mr. Lagarde joined the Board of Directors of Vertex Pharmaceuticals, where he serves as Chair of the Audit and Finance Committee. He holds a Bachelor of Business Administration (BBA) from European University in Antwerp, Belgium, and an executive master’s degree in finance and control from Maastricht University in the Netherlands.

There are no arrangements or understandings between Mr. Lagarde and any other persons pursuant to which Mr. Lagarde was appointed as President and Chief Executive Officer or as a director. Mr. Lagarde does not have any family relationship with any of the Company’s directors or executive officers or any persons nominated or chosen by the Company to be a director or executive officer. Mr. Lagarde has no direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.

In connection with his appointment as President and Chief Executive Officer, Mr. Lagarde entered into an employment agreement with the Company (the “Employment Agreement”) on May 31, 2026 to be effective on the Start Date. Pursuant to the Employment Agreement, Mr. Lagarde will serve as President and Chief Executive Officer of the Company, will be appointed as a member of the Board as of the Start Date, and will be recommended for election as a member of the Board at future shareholder meetings as long as he is President and Chief Executive Officer.

The Employment Agreement provides the following material terms:

Mr. Lagarde’s annual base salary will be $1,175,000, subject to periodic review by the Board beginning in 2027.

Mr. Lagarde will have a target annual incentive award equal to 125% of his salary (i.e., target award of $1,468,750) based on the Corporate Annual Incentive Plan, prorated for 2026. The target percentage for the annual incentive award will be subject to periodic review by the Board.

Mr. Lagarde will be eligible to receive annual long-term incentive (“LTI”) awards in such value as determined by the Board and in such mix and on such terms as the Board (or the Compensation Committee of the Board) may determine, consistent with the design for the Company’s other executive officers. For 2026, those awards are made 50% as performance share units (“PSUs”), 25% as restricted stock units (“RSUs”) and 25% as stock options. Mr. Lagarde will be granted 2026 LTI awards in this mix on the first business day of the first week following the Start Date with a total grant value of $8,611,111 (which represents a $10,000,000 target total grant value prorated for 2026) and with vesting terms (including treatment upon termination of employment and change in control) consistent with the standard forms of award agreements used for executive officers for 2026 LTI awards.

Effective on the first business day of the first week following the Start Date, Mr. Lagarde will receive one-time inducement equity awards under the Company’s equity compensation plan with a maximum aggregate grant value of $10,000,000 as follows:

Sign-on Grant. Mr. Lagarde will receive a sign-on grant with a total grant date value of $6,875,000 granted in the same mix and on the same terms as the prorated 2026 LTI awards described above.

Matching Grant. Mr. Lagarde will receive matching inducement grants with the following terms:
2


The total grant date value will be based on the aggregate dollar amount of purchases of Company stock Mr. Lagarde personally makes between May 31, 2026 and the Start Date capped at $2,500,000 (the “Purchase Amount”).

Mr. Lagarde will receive a matching RSU award based on 50% of the Purchase Amount (maximum grant value of $1,250,000) and a matching stock option award based on 75% of the Purchase Amount (maximum grant value of $1,875,000).

Each matching award will cliff vest on the fifth anniversary of the grant date. Each matching award will pro rata vest in case of termination before the vesting date due to death or disability and will also pro rata vest for a termination by the Company without Cause or by Mr. Lagarde for Good Reason on or after the third anniversary of the grant date and before the vesting date. The matching stock options will have a 10-year option term.

Mr. Lagarde will be eligible to participate in retirement and health and welfare benefit plans provided by the Company on the same basis as other executive officers of the Company, subject to the terms of such plans. Mr. Lagarde will also be required to relocate to the Company’s headquarters in Exton, PA within 12 months after the Start Date and will receive customary relocation benefits consistent with the Company’s policies.

The Employment Agreement includes severance protection for Mr. Lagarde generally consistent with the terms in Mr. Green’s employment agreement, which includes:

12 months of salary continuation and COBRA benefits for an involuntary termination by the Company without Cause or by Mr. Lagarde for Good Reason (not during the period within two years after a change in control).

For a termination by the Company without Cause or termination by Mr. Lagarde for Good Reason within two years after a change in control, (i) a lump sum payment equal to two times the sum of salary plus prior three-year average bonus, (ii) 36 months of certain benefits, and (iii) full vesting of any outstanding LTI awards, including the inducement equity awards. Change in control severance benefits will be subject to a standard 280G best net cutback provision consistent with Mr. Green’s employment agreement.

“Cause” and “Good Reason” are as defined in the Employment Agreement and are generally consistent with the definitions in Mr. Green’s employment agreement.

The Employment Agreement includes restrictive covenants consistent with those applicable to other employees of the Company. Severance benefits are conditioned on Mr. Lagarde providing the Company with a release of claims and complying with the covenants.

The description of the Employment Agreement and the compensation provided thereunder as summarized above is qualified in its entirety by reference to the copy of the full text of the Employment Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and which is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

A copy of the press release regarding this announcement of Mr. Lagarde’s appointment as the Company’s President and Chief Executive Officer, and appointment to the Board, effective as of the Start Date, is furnished as Exhibit 99.1 to this report and is incorporated into this Item 7.01 by reference thereto.

The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 furnished pursuant to Item 7.01, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section. Furthermore, the information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 furnished pursuant to Item 7.01, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

3


Item 9.01 Financial Statements and Exhibits.
(d)
Exhibit No.
Description
10.1
Executive Employment Agreement between West Pharmaceutical Services, Inc. and Michel Lagarde dated May 31, 2026.
99.1West Pharmaceutical Services, Inc. Press Release, dated June 1, 2026 (furnished, not filed).
 104
The cover page from the Company’s Current Report on Form 8-K, dated May 31, 2026, formatted in Inline XBRL.
4




SIGNATURE


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.


Date: June 1, 2026
WEST PHARMACEUTICAL SERVICES, INC.
By:
/s/ Norman D. Finch Jr.
Norman D. Finch Jr.
Senior Vice President, General Counsel and Corporate Secretary
5




EXHIBIT INDEX

Exhibit No.
Description
10.1
Executive Employment Agreement between West Pharmaceutical Services, Inc. and Michel Lagarde dated May 31, 2026.
99.1
West Pharmaceutical Services, Inc. Press Release, dated June 1, 2026 (furnished, not filed).
104
The cover page from the Company’s Current Report on Form 8-K, dated May 31, 2026, formatted in Inline XBRL.
6
Investor Contact: Media Contact: John Sweeney, CFA Michele Polinsky Vice President, Investor Relations Vice President, Global Communications +1-484-790-0373 +1-610-594-3054 John.Sweeney@westpharma.com Michele.Polinsky@westpharma.com    West Appoints Michel Lagarde to be President and Chief Executive Officer Experienced healthcare and life sciences executive to lead the Company’s next phase of growth and innovation EXTON, Pa., June 1, 2026 - West Pharmaceutical Services, Inc. (NYSE: WST), a global leader in innovative solutions for injectable drug administration, today announced that its Board of Directors has appointed Michel Lagarde to be President and Chief Executive Officer (CEO) and a member of the Company’s Board of Directors starting August 31, 2026. He succeeds Eric M. Green, who will retire from his roles as President, CEO and Board Chair on that date. The Company also announced as part of the CEO transition that the Board has elected Lead Independent Director Robert F. Friel to become Board Chair effective August 31, 2026. “Michel is an accomplished leader whose experience demonstrates the precise blend of visionary insight, customer-centric mindset, and exceptional leadership skills the Board sought throughout the search process. Throughout his career, Michel has demonstrated an unwavering commitment to customers, an ability to build high-performing teams and an impressive track record of long-term value creation, which makes him exceptionally well suited to lead West at this time,” said Robert F. Friel. "I'm honored to lead West into its next chapter of growth and to build on the company's trusted reputa on and enduring mission of improving pa ent health,” commented Michel Lagarde, incoming President and CEO, West. “The life sciences industry is at a pivotal point. As innova on accelerates and AI reshapes how therapies are developed, the demand for reliable, high-quality delivery of injectable medicines has never been greater—and that is exactly where West excels. I look forward to working alongside this talented team to help our customers deliver innova ve therapies to pa ents around the world—faster than ever before. This mission is what connects all of our stakeholders—colleagues, customers, and shareholders alike—because nothing creates more las ng value than improving pa ents' lives.” About Michel Lagarde Mr. Lagarde brings extensive global experience helping pharmaceu cal and biotech companies succeed by delivering cri cal products and services. Most recently, he served as Execu ve Vice President and Chief Opera ng Officer at Thermo Fisher Scien fic, Inc., with responsibility for the majority of the company's businesses. He joined Thermo Fisher in 2017 as Senior Vice President and President, Pharma Services, through its acquisi on of Patheon N.V.


 

Before Thermo Fisher, Mr. Lagarde was President and Chief Operating Officer at Patheon N.V., a pharma services company, from 2016 to 2017, and Managing Director at JLL Partners, a private equity firm focused on health care services, from 2008 to 2016. Earlier in his career, he spent 12 years at Philips, a global leader in health technology, in a range of finance roles across several international markets. In 2023, Mr. Lagarde joined the Board of Directors of Vertex Pharmaceuticals, where he serves as Chair of the Audit and Finance Committee. He holds a Bachelor of Business Administration (BBA) from European University in Antwerp, Belgium, and an executive master's degree in finance and control from Maastricht University in the Netherlands. About West West Pharmaceutical Services, Inc. is a leading provider of innovative, high-quality injectable solutions and services. As a trusted partner to established and emerging drug developers, West helps ensure the safe, effective containment and delivery of life-saving and life-enhancing medicines for patients. With over 10,000 team members across 50 sites, including 26 manufacturing facilities worldwide, West helps support our customers by delivering over 41 billion components and devices each year. Headquartered in Exton, Pennsylvania, West in its fiscal year 2025 generated $3.07 billion in net sales. West is traded on the New York Stock Exchange (NYSE: WST) and is included on the Standard & Poor's 500 index. For more information, visit www.westpharma.com. All trademarks and registered trademarks used in this release are the property of West Pharmaceutical Services, Inc. or its subsidiaries, in the United States and other jurisdictions, unless otherwise noted.


 

FAQ

Who will be the new CEO of West Pharmaceutical Services (WST) and when does he start?

Michel Lagarde will become President and CEO of West Pharmaceutical Services on August 31, 2026. He will also join the Board of Directors, succeeding Eric M. Green, who retires as President, CEO and Board Chair on that date as part of a planned transition.

What are Michel Lagarde’s main compensation terms as West Pharmaceutical Services (WST) CEO?

Lagarde’s employment agreement provides a $1,175,000 base salary and a target annual bonus equal to 125% of salary. He will also receive 2026 long‑term incentive awards valued at $8,611,111 and one‑time inducement equity grants with a maximum aggregate grant value of $10,000,000.

What severance protections does West Pharmaceutical Services (WST) provide to its incoming CEO?

If terminated without Cause or for Good Reason, Lagarde generally receives 12 months of salary continuation and COBRA benefits. If this occurs within two years after a change in control, he receives a lump sum equal to two times salary plus three‑year average bonus, 36 months of benefits and full vesting of outstanding long‑term incentives.

How is West Pharmaceutical Services (WST) changing its Board leadership with the CEO transition?

When Michel Lagarde becomes CEO, he will join the Board and Eric M. Green will resign as a director. Lead Independent Director Robert F. Friel will become Chair of the Board effective August 31, 2026, maintaining independent leadership of the Board separate from management.

What experience does Michel Lagarde bring to West Pharmaceutical Services (WST)?

Lagarde most recently served as Executive Vice President and Chief Operating Officer at Thermo Fisher Scientific. His background includes leading pharma services at Thermo Fisher and Patheon, private equity experience at JLL Partners, finance roles at Philips, and service on Vertex Pharmaceuticals’ Board as Audit and Finance Committee Chair.

How large is West Pharmaceutical Services’ (WST) existing business scale mentioned in the filing?

West generated $3.07 billion in net sales in fiscal 2025 and delivers over 41 billion components and devices each year. The company operates with more than 10,000 team members across 50 sites, including 26 manufacturing facilities, focused on injectable drug containment and delivery.

Filing Exhibits & Attachments

5 documents