UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
Commission file number
| |
| |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
| |
| |
| (Address of principal executive offices) |
(Zip Code) |
+
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
| |
|
|
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)) |
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 5.07. | Submission of Matters to a Vote of Security Holders. |
At the Company’s Annual General Meeting of Shareholders held on May 6, 2020, the Company’s shareholders voted on the following matters:
| 1. | Election of nine directors of the Company: |
| Nominee |
For |
Against |
Abstain |
Broker Non-Votes |
||||||||||||
| Bradley A. Alford |
115,455,309 |
1,728,526 |
95,192 |
3,170,993 |
||||||||||||
| Rolf A. Classon |
111,808,760 |
5,411,150 |
59,062 |
3,171,048 |
||||||||||||
| Adriana Karaboutis |
111,229,240 |
5,872,857 |
176,915 |
3,171,008 |
||||||||||||
| Murray S. Kessler |
112,620,084 |
4,632,779 |
26,094 |
3,171,063 |
||||||||||||
| Jeffrey B. Kindler |
106,186,838 |
10,995,536 |
96,659 |
3,170,987 |
||||||||||||
| Erica L. Mann |
115,992,274 |
1,230,988 |
55,772 |
3,170,986 |
||||||||||||
| Donal O’Connor |
116,727,648 |
456,749 |
94,582 |
3,171,041 |
||||||||||||
| Geoffrey M. Parker |
100,543,402 |
16,639,430 |
96,200 |
3,170,988 |
||||||||||||
| Theodore R. Samuels |
112,016,286 |
5,165,954 |
96,795 |
3,170,985 |
||||||||||||
| 2. | Ratification of the appointment of Ernst & Young LLP as the Company’s independent auditor for the year ending December 31, 2020 and authorization of the Board of Directors, acting through the Audit Committee, to fix the remuneration of the auditor: |
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 116,291,468 |
3,506,688 |
68,543 |
0 |
| 3. | Advisory vote to approve the Company’s executive compensation: |
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 104,222,060 |
12,940,019 |
116,962 |
3,170,979 |
| 4. | Renewal of the Board of Directors’ authority to issue shares under Irish law: |
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 115,490,369 |
4,872,298 |
87,340 |
0 |
| 5. | Renewal of the Board of Directors’ authority to opt-out of statutory pre-emption rights under Irish law: |
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 116,084,202 |
4,268,685 |
97,133 |
0 |
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.
| (Registrant) | ||||||
| PERRIGO COMPANY PLC | ||||||
| By: |
/s/ Todd W. Kingma | |||||
| Dated: May 8, 2020 |
Todd W. Kingma | |||||
| Executive Vice President, General Counsel and Secretary | ||||||
Document and Entity Information |
May 06, 2020 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | PERRIGO Co plc |
| Entity Tax Identification Number | 00-0000000 |
| Amendment Flag | false |
| Entity Central Index Key | 0001585364 |
| Document Type | 8-K |
| Document Period End Date | May 06, 2020 |
| Entity File Number | 001-36353 |
| Entity Incorporation State Country Code | L2 |
| Entity Address, Address Line One | The Sharp Building |
| Entity Address, Address Line Two | Hogan Place |
| Entity Address, City or Town | Dublin 2 |
| Entity Address, Country | IE |
| Entity Address, Postal Zip Code | D02 TY74 |
| City Area Code | 353 1 |
| Local Phone Number | 7094000 |
| Security 12b Title | Ordinary shares |
| Trading Symbol | PRGO |
| Security Exchange Name | NYSE |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |