8-K

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 18, 2026

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.)

677 Washington Blvd, Ste. 1100	Stamford	Connecticut	06901
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code: (203) 905-2410

(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 value	PM	New York Stock Exchange

0.125% Notes due 2026	PM26B	New York Stock Exchange
3.125% Notes due 2027	PM27	New York Stock Exchange
3.125% Notes due 2028	PM28	New York Stock Exchange
2.875% Notes due 2029	PM29	New York Stock Exchange
3.375% Notes due 2029	PM29A	New York Stock Exchange
2.750% Notes due 2029	PM29D	New York Stock Exchange
3.750% Notes due 2031	PM31B	New York Stock Exchange
0.800% Notes due 2031	PM31	New York Stock Exchange
3.250% Notes due 2032	PM32	New York Stock Exchange
3.125% Notes due 2033	PM33	New York Stock Exchange
2.000% Notes due 2036	PM36	New York Stock Exchange
1.875% Notes due 2037	PM37A	New York Stock Exchange
6.375% Notes due 2038	PM38	New York Stock Exchange
1.450% Notes due 2039	PM39	New York Stock Exchange
4.375% Notes due 2041	PM41	New York Stock Exchange
4.500% Notes due 2042	PM42	New York Stock Exchange
3.875% Notes due 2042	PM42A	New York Stock Exchange
4.125% Notes due 2043	PM43	New York Stock Exchange
4.875% Notes due 2043	PM43A	New York Stock Exchange
4.250% Notes due 2044	PM44	New 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 May 18, 2026, the Board of Directors of Philip Morris International Inc. (the “Company”) approved the appointment of Massimo Andolina, the Company’s current President, Europe Region, as Group Chief Financial Officer, replacing Emmanuel Babeau, effective August 1, 2026. Mr. Babeau will remain with the Company as Strategic Advisor to Jacek Olczak, Group CEO PMI through March 31, 2027 and to assist Mr. Andolina with his transition.

Mr. Andolina, 57, has been President, Europe Region since January 2023, prior to which he served as Senior Vice President, Operations from January 2018. He joined the Company in 2008 as Director, Operations Planning, and has held various roles at the Company, including Vice President, Operations of Latin America & Canada Region from December 2010 to July 2013; Vice President, EU Operations, from August 2013 to June 2016; and Vice President, PMI Transformation from July 2016 to December 2017. Prior to joining the Company, Mr. Andolina held a variety of strategic and business development roles in companies with international operations, including Tetra Pak International.

There is no arrangement or understanding between Mr. Andolina and any other person pursuant to which Mr. Andolina was appointed. There are no family relationships, as defined in Item 401 of Regulation S-K, between Mr. Andolina and any of the Company’s executive officers or directors or persons nominated or chosen to become a director or executive officer. There are no transactions in which Mr. Andolina has an interest requiring disclosure under Item 404(a) of Regulation S-K. Mr. Andolina’s compensation as Group Chief Financial Officer has not yet been determined.

Mr. Babeau’s separation will constitute a unilateral termination under his Employment Agreement, effective May 1, 2020, entitling him to receive the post-employment payments and benefits associated with a termination without cause, as described in the Company’s 2026 Proxy Statement.

The foregoing is qualified by the full text of the press release, which is filed as Exhibit 99.1 to Item 7.01 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On May 20, 2026, the Company issued a press release announcing Group Chief Financial Officer succession, which press release is attached as Exhibit 99.1 to this Item 7.01 of this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Philip Morris International Inc. Press Release, dated May 20, 2026.

104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document and contained in Exhibit 101).

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/ DARLENE QUASHIE HENRY
Name:	Darlene Quashie Henry
Title:	Vice President, Associate General Counsel & Corporate Secretary

Date: May 20, 2026

EX-99.1

Exhibit 99.1

PRESS RELEASE
Investor Relations:	Media: Corey Henry
Email: InvestorRelations@pmi.com	Email: Corey.Henry@pmi.com
Stamford, CT: +1 (203) 905 2413	Phone: +1 (202) 679 7296
	Lausanne: +41 (0) 58 242 4500

Philip Morris International Announces Group CFO Succession

STAMFORD, CT – May 20, 2026 – Philip Morris International Inc. (PMI) (NYSE: PM) announced today that Massimo Andolina has been appointed Group Chief Financial Officer, effective August 1, 2026, reporting to Jacek Olczak, Group CEO PMI. Massimo succeeds Emmanuel Babeau, who will remain with the Company until March 31, 2027 as Strategic Advisor to the Group CEO PMI, to ensure a smooth CFO transition.

“Massimo is a highly respected leader with a deep knowledge of PMI and a strong track record of driving innovation, business growth, and people development,” said Jacek Olczak, Group CEO PMI. “I am confident that his experience, business judgment, and leadership will serve him extremely well in his new role as we continue to deliver best-in-class growth and sustainable performance for shareholders.

I would like to warmly thank Emmanuel for his leadership and strong delivery over the past 6 years, a period of remarkable success for our smoke-free business, with strong financial performance and excellent shareholder returns.”

Mr. Andolina joined PMI in 2008, and over the course of his journey, he has made significant contributions across the organization in a number of senior operational and strategic roles.

Since being appointed President, Europe Region in 2023, Mr. Andolina’s responsibilities have included the execution of strategic and operational priorities, as well as the financial performance of the largest region and most advanced smoke-free geography in the group. Under Mr. Andolina’s leadership the Europe Region delivered robust top and bottom-line growth, underpinned by excellent smoke-free progress at-scale and resilient combustibles performance. He led significant regional organizational changes to strengthen management depth, improve financial discipline, and accelerate sustainable growth, while remaining a visible advocate for innovation, people development and constructive engagement with external stakeholders across Europe.

From 2018 to 2023, Mr. Andolina served as PMI’s Senior Vice President, Global Operations, where he led a supply chain and manufacturing organization of over 30,000 people in an increasingly complex environment with significant external volatility. Mr. Andolina implemented a number of enterprise-wide transformation initiatives and operational efficiencies, many of which continue to benefit the company today, contributing to sustained improvements in PMI’s gross margin while enhancing resilience. Earlier, from 2016 to 2017, he served as Vice President, PMI Transformation, playing an important role at a pivotal moment in the company’s evolution.

Prior to joining PMI, Mr. Andolina held a number of strategic and business development roles at other large multinational corporations. He holds a Master of Science in Mechanical and Industrial Engineering from the University of Palermo, and an MBA from IMD in Lausanne.

Mr. Babeau was appointed Chief Financial Officer in May 2020 and joined PMI with extensive experience of transformation and Finance leadership across several industries, including at Schneider Electric and Pernod Ricard. Over the past six years, Mr. Babeau has made a significant contribution to both PMI’s strong financial performance and its evolution into a recognized growth company, including through the acquisition of Swedish Match in 2022 and a substantial increase in the share of net revenues derived from our smoke-free business, which reached 43% in Q1 2026.

Philip Morris International: A Global Smoke-Free Champion

Philip Morris International is a leading international consumer goods company, actively delivering a smoke-free future and evolving its portfolio for the long term to include products outside of the tobacco and nicotine sector. The company’s current product portfolio primarily consists of cigarettes and smoke-free products, including heat-not-burn, nicotine pouch and e-vapor products. Our smoke-free products are available for sale in over 105 markets, and as of December 31, 2025, PMI estimates they were used by over 43 million legal-age consumers around the world, many of whom have moved away from cigarettes or significantly reduced their consumption. The smoke-free business accounted for 43% of PMI’s first-quarter 2026 total net revenues. Since 2008, PMI has invested over $16 billion to develop, scientifically substantiate and commercialize innovative smoke-free products for adults who would otherwise continue to smoke, with the goal of completely ending the sale of cigarettes. This includes the building of world-class scientific assessment capabilities, notably in the areas of pre-clinical systems toxicology, clinical and behavioral research, as well as post-market studies. Following a robust science-based review, the U.S. Food and Drug Administration has authorized the marketing of Swedish Match’s General snus and ZYN nicotine pouches and versions of PMI’s IQOS devices and consumables - the first-ever such authorizations in their respective categories. Versions of IQOS devices and consumables and General snus also obtained the first-ever Modified Risk Tobacco Product authorizations from the FDA. With a strong foundation and significant expertise in life sciences, PMI has a long-term ambition to expand into wellness areas. References to “PMI”, “we”, “our” and “us” mean Philip Morris International Inc., and its subsidiaries. For more information, please visit www.pmi.com and www.pmiscience.com.

Forward-Looking and Cautionary Statements

This press release contains projections of future results and goals and other forward-looking statements, including statements regarding business plans and strategies. Achievement of future results is subject to risks, uncertainties, and inaccurate assumptions. In the event that risks or uncertainties materialize, or underlying assumptions prove inaccurate, actual results could vary materially from those contained in such forward-looking statements. Pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, PMI is identifying important factors that, individually or in the aggregate, could cause actual results and outcomes to differ materially from those contained in any forward-looking statements made by PMI.

PMI's business risks include: marketing and regulatory restrictions that could reduce our competitiveness, disrupt our SFP commercialization efforts, eliminate our ability to communicate with adult consumers, or ban certain of our products in certain markets or countries; excise tax increases and discriminatory tax structures; health concerns relating to the use of tobacco and other nicotine-containing products; litigation related to tobacco and/or nicotine products and intellectual property rights; intense competition; inability to anticipate changes in adult consumer preferences; use and reliance on third-parties; the adverse effects of global and individual country economic, regulatory and political developments, natural disasters and conflicts; geopolitical instability affecting international trade; the impact and consequences of Russia's invasion of Ukraine; changes in adult smoker behavior; continued decline of tax-paid cigarettes; lost revenues as a result of counterfeiting, contraband and cross-border purchases; governmental investigations; unfavorable currency exchange rates and currency devaluations, sustained periods of elevated inflation, and limitations on the ability to repatriate funds; adverse changes in applicable corporate tax laws; disruptions in the credit markets or changes to its credit ratings; recent and potential future tariffs imposed by the U.S. and other countries; adverse changes in the cost, availability, and quality of tobacco and other agricultural products and raw materials, as well as product components for our electronic devices; and the integrity of its information systems and effectiveness of its data privacy policies. PMI's future profitability may also be adversely affected should it be unsuccessful, in key markets or systemically, in its efforts to introduce, commercialize, and grow smoke-free products or if regulation or taxation do not differentiate between such products and cigarettes; if it is unable to successfully introduce new products, promote brand equity; if there are prolonged disruptions of facilities used to produce its products; if it is unable to enter new

markets or improve its margins through increased prices and productivity gains; if other market participants are more successful in their SFP commercialization efforts; if it is unable to attract and retain the best global talent; or if it is unable to successfully integrate and realize the expected benefits from recent transactions and acquisitions. Future results are also subject to the lower predictability of our smoke-free products performance.

PMI is further subject to other risks detailed from time to time in its publicly filed documents, including PMI’s Annual Report on Form 10-K for the fourth quarter and year ended December 31, 2025 and Quarterly Report on Form 10-Q for the first quarter ended March 31, 2026. PMI cautions that the foregoing list of important factors is not a complete discussion of all potential risks and uncertainties. PMI does not undertake to update any forward-looking statement that it may make from time to time, except in the normal course of its public disclosure obligations.

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Cover Page	May 18, 2026
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	May 18, 2026
Entity Registrant Name	Philip Morris International Inc.
Entity Central Index Key	0001413329
Amendment Flag	false
Entity Incorporation, State or Country Code	VA
Entity File Number	1-33708
Entity Tax Identification Number	13-3435103
Entity Address, Address Line One	677 Washington Blvd, Ste. 1100
Entity Address, City or Town	Stamford
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06901
City Area Code	203
Local Phone Number	905-2410
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Pre-commencement Issuer Tender Offer	false
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Common Stock, no par value
Entity Information [Line Items]
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Security Exchange Name	NYSE
0.125% Notes due 2026
Entity Information [Line Items]
Title of 12(b) Security	0.125% Notes due 2026
Trading Symbol	PM26B
Security Exchange Name	NYSE
3.125% Notes due 2027
Entity Information [Line Items]
Title of 12(b) Security	3.125% Notes due 2027
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Security Exchange Name	NYSE
3.125% Notes due 2028
Entity Information [Line Items]
Title of 12(b) Security	3.125% Notes due 2028
Trading Symbol	PM28
Security Exchange Name	NYSE
2.875% Notes due 2029
Entity Information [Line Items]
Title of 12(b) Security	2.875% Notes due 2029
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3.375% Notes due 2029
Entity Information [Line Items]
Title of 12(b) Security	3.375% Notes due 2029
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2.750% Notes due 2029
Entity Information [Line Items]
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Entity Information [Line Items]
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0.800% Notes due 2031
Entity Information [Line Items]
Title of 12(b) Security	0.800% Notes due 2031
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3.250% Notes due 2032
Entity Information [Line Items]
Title of 12(b) Security	3.250% Notes due 2032
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Security Exchange Name	NYSE
3.125% Notes due 2033
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Title of 12(b) Security	3.125% Notes due 2033
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2.000% Notes due 2036
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1.875% Notes due 2037
Entity Information [Line Items]
Title of 12(b) Security	1.875% Notes due 2037
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6.375% Notes due 2038
Entity Information [Line Items]
Title of 12(b) Security	6.375% Notes due 2038
Trading Symbol	PM38
Security Exchange Name	NYSE
1.450% Notes due 2039
Entity Information [Line Items]
Title of 12(b) Security	1.450% Notes due 2039
Trading Symbol	PM39
Security Exchange Name	NYSE
4.375% Notes due 2041
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Title of 12(b) Security	4.375% Notes due 2041
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4.500% Notes due 2042
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3.875% Notes due 2042
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4.250% Notes due 2044
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