0001585364-16-000257.txt : 20160301 0001585364-16-000257.hdr.sgml : 20160301 20160301164246 ACCESSION NUMBER: 0001585364-16-000257 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160226 FILED AS OF DATE: 20160301 DATE AS OF CHANGE: 20160301 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: 0627 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coucke Marc CENTRAL INDEX KEY: 0001637692 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36353 FILM NUMBER: 161473936 MAIL ADDRESS: STREET 1: C/O PERRIGO COMPANY PLC STREET 2: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 4 1 wf-form4_145686855489657.xml FORM 4 X0306 4 2016-02-26 0 0001585364 PERRIGO Co plc PRGO 0001637692 Coucke Marc C/O PERRIGO COMPANY PLC 515 EASTERN AVENUE ALLEGAN MI 49010 0 1 0 0 Executive VP & GM Ordinary Shares 5397711 I Alychlo NV Restricted Stock Units 2016-02-26 4 A 0 197 A 2019-02-26 2019-02-26 Ordinary Shares 197.0 197 D Employee Stock Option Right to Buy 129.23 2016-02-26 4 A 0 1117 129.23 A 2026-02-26 Ordinary Shares 1117.0 1117 D The reporting person and his spouse are the principal shareholders of Alychlo NV ("Alychlo"). On March 30, 2015, Alychlo acquired 5,397,711 ordinary shares of Perrigo Company plc ("Perrigo", and the shares "Perrigo Shares") in connection with Perrigo's acquisition of Omega Pharma Invest NV, all pursuant to a share purchase agreement dated November 6, 2014 (the "Share Purchase Agreement"). Of the5,397,711 Perrigo Shares issued to Alychlo, 1,081,742 Perrigo Shares are being held in escrow until June 30, 2016 pursuant to the terms of a share escrow agreement, and are subject to possible forfeiture until that time to satisfy indemnity claims arising under the Share Purchase Agreement as specified in the share escrow agreement. After the closing of Alychlo's acquisition of 5,397,711 Perrigo Shares on March 30, 2015, Mylecke Management, Art & Invest NV, represented by Marc Coucke, was appointed Executive Vice President and General Manager of Perrigo's Omega Pharma business unit. Pursuant to the terms of a lock-up agreement dated March 30, 2015 entered into in connection with the Share Purchase Agreement, without the issuer's prior written consent, the transfer or other disposition of the 5,397,711 Perrigo Shares acquired by Alychlo are restricted 50% until March 30, 2017 and the remaining 50% until March 30, 2018, subject to certain permitted exceptions. Alychlo NV is a Belgium-based limited liability company in which Marc Coucke and his spouse are the principal shareholders. Each Restricted Stock Unit represents a contingent right to receive one ordinary share of Perrigo Company plc. Exercisable in 3 equal annual installments beginning 2/26/2017. /s/ David McConnell, Attorney-in-fact for Mr. Coucke 2016-03-01