0001193805-18-000724.txt : 20180517
0001193805-18-000724.hdr.sgml : 20180517
20180517210313
ACCESSION NUMBER: 0001193805-18-000724
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180515
FILED AS OF DATE: 20180517
DATE AS OF CHANGE: 20180517
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Smith Jeffrey C
CENTRAL INDEX KEY: 0001362697
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36353
FILM NUMBER: 18844873
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PERRIGO Co plc
CENTRAL INDEX KEY: 0001585364
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: L2
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: TREASURY BUILDING
STREET 2: LOWER GRAND CANAL STREET
CITY: DUBLIN
STATE: L2
ZIP: L2 2
BUSINESS PHONE: 269-673-8451
MAIL ADDRESS:
STREET 1: 515 EASTERN AVENUE
CITY: ALLEGAN
STATE: MI
ZIP: 49010
FORMER COMPANY:
FORMER CONFORMED NAME: PERRIGO Co Ltd
DATE OF NAME CHANGE: 20130828
4
1
form406297189_05172018.xml
OWNERSHIP DOCUMENT
X0306
4
2018-05-15
0
0001585364
PERRIGO Co plc
PRGO
0001362697
Smith Jeffrey C
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
1
0
0
0
Ordinary Shares
528
D
Ordinary Shares
3287856
I
By Starboard Value and Opportunity Master Fund Ltd
Ordinary Shares
2018-05-15
4
P
0
61313
75.1942
A
434051
I
By Starboard Value and Opportunity S LLC
Ordinary Shares
2018-05-15
4
P
0
12594
75.2755
A
446645
I
By Starboard Value and Opportunity S LLC
Ordinary Shares
2018-05-15
4
P
0
34947
75.1942
A
244365
I
By Starboard Value and Opportunity C LP
Ordinary Shares
2018-05-15
4
P
0
7178
75.2755
A
251543
I
By Starboard Value and Opportunity C LP
Ordinary Shares
2018-05-15
4
P
0
8574
75.1942
A
2009712
I
By Starboard Leaders Kilo LLC
Ordinary Shares
2018-05-15
4
P
0
1761
75.2755
A
2011473
I
By Starboard Leaders Kilo LLC
Ordinary Shares
2018-05-15
4
P
0
1565
75.1942
A
367168
I
By Starboard Leaders Select III LP
Ordinary Shares
2018-05-15
4
P
0
321
75.2755
A
367489
I
By Starboard Leaders Select III LP
Ordinary Shares
2018-05-15
4
P
0
101001
75.1942
A
3505673
I
By Managed Accounts of Starboard Value LP
Ordinary Shares
2018-05-15
4
P
0
20746
75.2755
A
3526419
I
By Managed Accounts of Starboard Value LP
Ordinary Shares
2018-05-16
4
P
0
4808
75.8261
A
256351
I
By Starboard Value and Opportunity C LP
Ordinary Shares
2018-05-16
4
P
0
4514
75.8261
A
2015987
I
By Starboard Leaders Kilo LLC
Ordinary Shares
2018-05-16
4
P
0
824
75.8261
A
368313
I
By Starboard Leaders Select III LP
Ordinary Shares
2018-05-16
4
P
0
89854
75.8261
A
3616273
I
By Managed Accounts of Starboard Value LP
Ordinary Shares
2018-05-17
4
P
0
1596
75.8929
A
257947
I
By Starboard Value and Opportunity C LP
Ordinary Shares
2018-05-17
4
P
0
2078
75.8929
A
2018065
I
By Starboard Leaders Kilo LLC
Ordinary Shares
2018-05-17
4
P
0
379
75.8929
A
368692
I
By Starboard Leaders Select III LP
Ordinary Shares
2018-05-17
4
P
0
45947
75.8929
A
3662220
I
By Managed Accounts of Starboard Value LP
Restricted Stock Unit
2018-05-15
4
A
0
3971
A
2019-05-15
2019-05-15
Ordinary Shares
3971
3971
D
Restricted Stock Unit
2018-06-06
2018-06-06
Ordinary Shares
4265
4265
D
Ordinary shares owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Leaders Kilo LLC ("Starboard Kilo LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Kilo LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares owned directly by Starboard Kilo LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Leaders Select III LP ("Starboard Leaders Select III"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Leaders Select III, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard Leaders Select III for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares held in certain accounts managed by Starboard Value LP (the "Managed Accounts"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares held in the Managed Accounts for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Each Restricted Stock Unit represents a contingent right to receive one Perrigo Company plc ordinary share.
/s/ Jeffrey C. Smith
2018-05-17