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): August 21, 2017 |
SHIRE PLC |
(Exact name of registrant as specified in its charter) |
Jersey, Channel Islands | 0-29630 | 98-0601486 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Block 2 Miesian Plaza 50-58 Baggot Street Lower Dublin 2 Republic of Ireland |
Registrant’s telephone number, including area code: +353 1 609 6000 | |
(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 (see General Instruction A.2.): |
☐ 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 August 21, 2017, Shire plc issued a press release announcing the departure of Jeffrey Poulton, Chief Financial Officer and Member of the Board of Directors, at the end of 2017; the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The following exhibit is filed herewith:
99.1 Press Release dated August 21, 2017
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.
Shire plc | |||
By: | /s/ W R Mordan | ||
Name: | Bill Mordan | ||
Title: | Company Secretary |
Date: August 21, 2017
EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Press Release dated August 21, 2017 |
Exhibit 99.1
![]() |
![]() |
Shire plc Director and Senior Management Changes
August 21, 2017 - Shire plc (LSE: SHP, NASDAQ: SHPG) (“Shire” or the “Company”), announces changes to its Executive Committee, as it progresses its strategy to sharpen its focus as a leader in rare diseases.
Jeff Poulton, Chief Financial Officer, will be leaving Shire at the end of the year to serve as CFO at Indigo Ag, Inc., a start-up company based in Boston that uses the plant microbiome to improve the productivity and sustainability of agriculture. The Board will commence a formal search for a successor and Jeff will continue to serve in his current role as this search progresses. During this transition period, Jeff will remain on the Executive Committee and on the Board of Directors of Shire plc. Jeff will also continue to support the Company’s on-going strategic review of its business.
Dr. Flemming Ornskov, MD, MPH, Chief Executive Officer, said: “It is with regret that we announce Jeff’s upcoming departure. Having held numerous roles within the Company, Jeff has demonstrated steadfast commitment to Shire through a very intense period of activity and has made significant contributions to our organization. Jeff will continue to lead the Shire Finance team through the Q3 reporting period and to the end of the year, and will play an active role in the search for his successor. On behalf of all Shire employees, we are grateful to Jeff for his dedication and leadership and wish him the very best in his future endeavours.”
Jeff Poulton, Chief Financial Officer, said: “It has been a privilege to work for Shire and to have played a part in the exceptional growth story of such an inspirational company. It has been a difficult decision, but in departing Shire, I wanted to join a smaller organization where I can play a role in building a new company. As Shire finalizes the integration of Baxalta and focusses on paying down debt, this also presents a perfect time for me to begin this transition. I know I leave Shire well positioned to pursue its strategy and deliver value for shareholders, supported by a strong Finance team.”
Susan Kilsby, Chairman of the Board, said: “On behalf of the Board of Directors, I want to thank Jeff for his long tenure and unwavering dedication to Shire and our patients. While we will miss Jeff’s positive spirit and professionalism, we understand his decision to start a new career. During Jeff’s time at Shire he has travelled the globe, transformed the Finance department, and led the continued successful integration of Baxalta and many other acquisitions. We fully appreciate his contributions that have helped to make Shire a great organization.”
This notification is to satisfy the Company’s obligations under LR 9.6.11R of the UK Listing Rules.
The Company also announces that Joanne Cordeiro has been appointed Chief Human Resources Officer and a member of the Executive Committee, effective immediately. Joanne takes over the role held by Ginger Gregory. Joanne joined Shire in March 2011 and has been serving as Interim Head of Human Resources since March 2017. Before joining Shire, Joanne served in various Human Resources management and executive search roles at Teradyne Inc., Covansys Corporation (now a DXC Technology Company), Avid Technology, Inc., and Sybase Inc. (now an SAP company).
In reference to Joanne’s appointment, Dr. Ornskov said: “I have worked closely with Joanne over the past several years as we have transformed Shire into the global leader in the treatment of rare diseases. Joanne’s dedication, skill, and expertise have been an invaluable resource in the successful integration of Baxalta into the Shire business. She is a trusted partner to the entire management team and a passionate supporter of our in-house talent and leadership development programs, which are crucial to our business.”
Joanne Cordeiro, Chief Human Resources Officer, said: “It is an honor to accept this appointment and I look forward to the opportunity to continue building on the expertise and passion of my colleagues at Shire, attracting top talent to our organization, and working with the rest of the Executive Committee, all of whom are dedicated to improving the lives of the patients we serve.”
Registered in Jersey, No. 99854, 22 Grenville Street, St Helier, Jersey JE4 8PX
For further information please contact:
Investor Relations | ||
Ian Karp | ikarp@shire.com | +1 781 482 9018 |
Robert Coates | rcoates@shire.com | +44 1256 894874 |
Media | ||
Lisa Adler | lisa.adler@shire.com | +1 617 588 8607 |
Debbi Ford | debbi.ford@shire.com | +1 617 949 9083 |
For information regarding Indigo Ag, Inc., please contact:
Lauren Ashbrook |
lashbrook@indigoag.com |
+ 1 617 909-9390 |
NOTES TO EDITORS
Stephen Williams, Deputy Company Secretary, is responsible for arranging the release of this announcement.
Inside Information
This announcement contains inside information.
Remuneration
Jeff Poulton will continue to be paid in line with his current remuneration arrangements until his date of departure. Details of the remuneration arrangements relating to Mr. Poulton’s departure will be disclosed in due course.
About Shire
Shire is the leading global biotechnology company focused on serving people with rare diseases. We strive to develop best-in-class products, many of which are available in more than 100 countries, across core therapeutic areas including Hematology, Immunology, Neuroscience, Ophthalmics, Lysosomal Storage Disorders, Gastrointestinal / Internal Medicine / Endocrine and Hereditary Angioedema; and a growing franchise in Oncology.
Our employees come to work every day with a shared mission: to develop and deliver breakthrough therapies for the hundreds of millions of people in the world affected by rare diseases and other high-need conditions, and who lack effective therapies to live their lives to the fullest.
www.shire.com
?RHQ<*OLTY
M-22Z]0P,Z/M6HQ<9/IT.#\5:K