6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2017

Commission File Number: 001-37669

Nomad Foods Limited

(Translation of registrant’s name in English)

No. 5 New Square

Bedfont Lakes Business Park

Feltham, Middlesex TW14 8HA

+ (44) 208 918 3200

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):             

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):             

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Departure of Chief Financial Officer Paul Kenyon in August 2017

On June 7, 2017, Nomad Foods Limited (the “Company”) issued a press release announcing that its Chief Financial Officer, Paul Kenyon, has resigned to accept another opportunity outside of the food industry. Mr. Kenyon will continue to serve in his current role until August and will remain on the Board as a Non-Executive Director following his departure. The Company has commenced an external search for his replacement.

The press release is furnished as Exhibit 99.1 to this Report. The information contained in this Report on Form 6-K is incorporated by reference into the registration statements on (i) Form S-8 filed with the Securities and Exchange Commission (the “Commission”) on May 3, 2016 (File No. 333-211095) and (ii) Form F-3, initially filed with the Commission on March 30, 2017 and declared effective on May 2, 2017 (File No. 333-217044).

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, thereunto duly authorized.

NOMAD FOODS LIMITED
By:	/s/ Stéfan Descheemaeker
Name:	Stéfan Descheemaeker
Title:	Chief Executive Officer

Dated: June 7, 2017

Exhibit Index

Exhibit Number	Exhibit Title
99.1	Press Release issued by Nomad Foods Limited on June 7, 2017 announcing the departure of its Chief Financial Officer in August 2017.

EX-99.1

Exhibit 99.1

Nomad Foods Announces CFO Paul Kenyon to Depart in August 2017

Mr. Kenyon to remain on the Board as a Non-Executive Director

FELTHAM, England, June 7, 2017 — Nomad Foods Limited (NYSE: NOMD), today announced that Chief Financial Officer Paul Kenyon has resigned to accept another opportunity outside of the food industry. Mr. Kenyon has been CFO with the company for five years, joining in 2012 as CFO of Iglo Group and then CFO of Nomad Foods since 2015. He will continue to serve in his current role until August and will remain on the Board as a Non-Executive Director following his departure. The company has commenced an external search for his replacement.

Stefan Descheemaeker, CEO of Nomad Foods, said, “On behalf of everyone at Nomad Foods I would like to thank Paul for his significant contributions to the company and wish him success in his new opportunity. I am particularly grateful for his personal support since I joined as CEO two years ago. Paul has built a talented team around him and leaves behind an organization that has made great strides, as evidenced by our return to organic revenue growth and recently raised revenue, EBITDA and cash flow guidance for 2017.”

Mr. Kenyon said, “My tenure at Nomad Foods has been extremely rewarding on both a professional and personal level. I am proud of our many accomplishments, particularly the last two years as we listed on the NYSE, integrated the acquisition of Findus and laid a foundation for long-term sustainable growth. I look forward to seeing the company execute against strategic plans while, in the near-term, building on the strong top-line momentum it has experienced thus far in 2017.”

About Nomad Foods Limited

Nomad Foods (NYSE: NOMD) is a leading frozen foods company building a global portfolio of best-in-class food companies and brands within the frozen category and across the broader food sector. Nomad Foods produces, markets and distributes brands in 17 countries and has the leading market share in Western Europe. The Company’s portfolio of leading frozen food brands includes Birds Eye, iglo, and Findus. More information on Nomad Foods Limited is available at http://www.nomadfoods.com.

Contact Details

Investor Relations Contact

Taposh Bari, CFA

Nomad Foods Limited

+1-718-290-7950

John Mills

ICR, Partner

+1-646-277-1254

Media Contact

Liz Cohen

Weber Shandwick

+1-212-445-8044