0001413329false00014133292020-11-032020-11-030001413329us-gaap:CommonStockMember2020-11-032020-11-030001413329pm:A1.875Notesdue20211Member2020-11-032020-11-030001413329pm:A1.875Notesdue20212Member2020-11-032020-11-030001413329pm:A4.125Notesdue2021Member2020-11-032020-11-030001413329pm:A2.900Notesdue2021Member2020-11-032020-11-030001413329pm:A2.625Notesdue2022Member2020-11-032020-11-030001413329pm:A2.375Notesdue2022Member2020-11-032020-11-030001413329pm:A2.500Notesdue20221Member2020-11-032020-11-030001413329pm:A2.500Notesdue20222Member2020-11-032020-11-030001413329pm:A2.625Notesdue2023Member2020-11-032020-11-030001413329pm:A2.125Notesdue2023Member2020-11-032020-11-030001413329pm:A3.600Notesdue2023Member2020-11-032020-11-030001413329pm:A2.875Notesdue20241Member2020-11-032020-11-030001413329pm:A2.875Notesdue20242Member2020-11-032020-11-030001413329pm:A0.625Notesdue2024Member2020-11-032020-11-030001413329pm:A3.250Notesdue2024Member2020-11-032020-11-030001413329pm:A2.750Notesdue2025Member2020-11-032020-11-030001413329pm:A3.375Notesdue2025Member2020-11-032020-11-030001413329pm:A2.750Notesdue2026Member2020-11-032020-11-030001413329pm:A2.875Notesdue2026Member2020-11-032020-11-030001413329pm:A0.125Notesdue2026Member2020-11-032020-11-030001413329pm:A3.125Notesdue2027Member2020-11-032020-11-030001413329pm:A3.125Notesdue2028Member2020-11-032020-11-030001413329pm:A2.875Notesdue2029Member2020-11-032020-11-030001413329pm:A3.375Notesdue2029Member2020-11-032020-11-030001413329pm:A0.800Notesdue2031Member2020-11-032020-11-030001413329pm:A3.125Notesdue2033Member2020-11-032020-11-030001413329pm:A2.000Notesdue2036Member2020-11-032020-11-030001413329pm:A1.875Notesdue2037Member2020-11-032020-11-030001413329pm:A6.375Notesdue2038Member2020-11-032020-11-030001413329pm:A1.450Notesdue2039Member2020-11-032020-11-030001413329pm:A4.375Notesdue2041Member2020-11-032020-11-030001413329pm:A4.500Notesdue2042Member2020-11-032020-11-030001413329pm:A3.875Notesdue2042Member2020-11-032020-11-030001413329pm:A4.125Notesdue2043Member2020-11-032020-11-030001413329pm:A4.875Notesdue2043Member2020-11-032020-11-030001413329pm:A4.250Notesdue2044Member2020-11-032020-11-03

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): November 3, 2020



Philip Morris International Inc.
(Exact name of registrant as specified in its charter)

Virginia
1-33708
13-3435103
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

120 Park AvenueNew YorkNew York10017-5592
(Address of principal executive offices)(Zip Code)


Registrant's telephone number, including area code: (917663-2000
(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 class                    Trading Symbol(s)Name of each exchange on which registered
Common Stock, no par valuePMNew York Stock Exchange
1.875% Notes due 2021PM21BNew York Stock Exchange
1.875% Notes due 2021PM21CNew York Stock Exchange
4.125% Notes due 2021PM21New York Stock Exchange
2.900% Notes due 2021PM21ANew York Stock Exchange
2.625% Notes due 2022PM22ANew York Stock Exchange
2.375% Notes due 2022PM22BNew York Stock Exchange
2.500% Notes due 2022PM22New York Stock Exchange
2.500% Notes due 2022PM22CNew York Stock Exchange
2.625% Notes due 2023PM23New York Stock Exchange
2.125% Notes due 2023PM23BNew York Stock Exchange
3.600% Notes due 2023PM23ANew York Stock Exchange



Title of each class                    Trading Symbol(s)Name of each exchange on which registered
2.875% Notes due 2024PM24New York Stock Exchange
2.875% Notes due 2024PM24CNew York Stock Exchange
0.625% Notes due 2024PM24BNew York Stock Exchange
3.250% Notes due 2024PM24ANew York Stock Exchange
2.750% Notes due 2025PM25New York Stock Exchange
3.375% Notes due 2025PM25ANew York Stock Exchange
2.750% Notes due 2026PM26ANew York Stock Exchange
2.875% Notes due 2026PM26New York Stock Exchange
0.125% Notes due 2026PM26BNew York Stock Exchange
3.125% Notes due 2027PM27New York Stock Exchange
3.125% Notes due 2028PM28New York Stock Exchange
2.875% Notes due 2029PM29New York Stock Exchange
3.375% Notes due 2029PM29ANew York Stock Exchange
0.800% Notes due 2031PM31New York Stock Exchange
3.125% Notes due 2033PM33New York Stock Exchange
2.000% Notes due 2036PM36New York Stock Exchange
1.875% Notes due 2037PM37ANew York Stock Exchange
6.375% Notes due 2038PM38New York Stock Exchange
1.450% Notes due 2039PM39New York Stock Exchange
4.375% Notes due 2041PM41New York Stock Exchange
4.500% Notes due 2042PM42New York Stock Exchange
3.875% Notes due 2042PM42ANew York Stock Exchange
4.125% Notes due 2043PM43New York Stock Exchange
4.875% Notes due 2043PM43ANew York Stock Exchange
4.250% Notes due 2044PM44New 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 11, 2020, Philip Morris International Inc. (the "Company") announced the retirement of Marc S. Firestone, President External Affairs and General Counsel. In connection with Mr. Firestone's retirement, on November 3, 2020, he and Philip Morris Products S.A., a subsidiary of the Company, entered into an Early Retirement Agreement and Release (the "Agreement"), with the following terms:

- Mr. Firestone will receive a severance payment of CHF 765,005 (or $ 835,202)1, which is determined based on his years of service;

- Mr. Firestone’s 2020 incentive compensation award will be based on actual individual and Company performance ratings, pro-rated through October 31, 2020 and paid at the end of February 2021;

- Mr. Firestone’s restricted share units will vest fully, and his performance share units will vest as scheduled and certified by the Compensation and Leadership Development Committee of the Board of Directors of the Company, in each case, in accordance with his award agreements; and

- Mr. Firestone will receive a cash payment of CHF 1,530,009 (or $ 1,670,403)1 subject to compliance with a 24-month non-compete obligation.



1 Using the average conversion rate on November 3, 2020 of CHF 1.00 = $ 1.09176.















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.

PHILIP MORRIS INTERNATIONAL INC.
By:/s/ JERRY WHITSON
Name:Jerry Whitson
Title:Deputy General Counsel
and Corporate Secretary
DATE: November 6, 2020