UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On June 25, 2025, Catherine “Triona” Schmelter and Perrigo Company plc (the “Company”) agreed to a mutual separation from the Company due to the elimination of her position effective June 30, 2025, such that Ms. Schmelter no longer serves as Executive Vice President (“EVP”) & President, Consumer Self-Care Americas of the Company and all relevant subsidiaries and affiliates.
In connection with her separation, the Company entered into a Waiver and Release Agreement with Ms. Schmelter on June 30, 2025 (the “Agreement”), pursuant to which Ms. Schmelter stepped down from her position as EVP & President, Consumer Self-Care Americas on June 30, 2025, and transitioned to an advisory role until October 31, 2025. The Agreement provides that, subject to her execution of a supplemental release of claims, Ms. Schmelter will receive the severance benefits that she is entitled to upon an involuntary termination without cause pursuant to the Perrigo Company plc U.S. Severance Policy, including one year of base salary, a prorated 2025 incentive bonus, one year of Company-paid COBRA benefits, career transition assistance, and two years continued vesting of outstanding equity awards, along with reimbursement of attorneys’ fees.
ITEM 7.01. Other Information
On July 1, 2025, the Company announced the appointment of Roberto Khoury as EVP and Chief Commercial Officer, effective immediately. Mr. Khoury previously held the role of EVP and President Consumer Self-Care International, which position was also eliminated. In his new role, Mr. Khoury will continue to report to Patrick Lockwood-Taylor.
On July 1, 2025, Perrigo issued a press release announcing Ms. Schmelter’s departure and Mr. Khoury’s appointment, a copy of which is attached hereto as Exhibit 99.1. Perrigo undertakes no obligation to update, supplement or amend the press release attached hereto as Exhibit 99.1.
The information in Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
ITEM 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit Number |
Description | |
| 99.1 | Press Release issued by Perrigo Company plc on July 1, 2025 furnished solely pursuant to Item 7.01 of Form 8-K. | |
| 104 | Cover Page Interactive Data file (embedded within the Inline XBRL document). | |
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/ Eduardo Bezerra | |||||
| Dated: July 1, 2025 | Eduardo Bezerra | |||||
| Chief Financial Officer | ||||||