UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant x Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ | Preliminary Proxy Statement |
| ¨ | Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ¨ | Definitive Proxy Statement |
| x | Definitive Additional Materials |
| ¨ | Soliciting Material Pursuant to §240.14a-12 |
PERRIGO COMPANY PLC
(Name of Registrant as Specified in Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| x | No fee required. |
| ¨ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) | Title of each class of securities to which transaction applies: |
| (2) | Aggregate number of securities to which transaction applies: |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11. (set forth the amount on which the filing fee is calculated and state how it was determined): |
| (4) | Proposed maximum aggregate value of transaction: |
| (5) | Total fee paid: |
| ¨ | Fee paid previously with preliminary materials. |
| ¨ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| (1) | Amount Previously Paid: |
| (2) | Form, Schedule or Registration Statement No.: |
| (3) | Filing Party: |
| (4) | Date Filed: |
Important Notice Regarding the Internet Availability of Proxy Materials for the Annual General
Meeting of Shareholders to be held on November 4, 2015 at
The Marker Hotel, Grand Canal Square, Docklands, Dublin 2, Ireland at 10:00 A.M., Irish Standard Time
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.
The Notice and Proxy Statement, Irish Statutory Financial
Statements, including related reports, our Annual Report on Form
10-K for the fiscal year ended December 31, 2014, including related reports, are available at: http://www.viewproxy.com/perrigo/2015
If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before October 27, 2015 to facilitate timely delivery.
Important information regarding the Internet availability of the Company’s proxy materials, instructions for accessing your proxy materials and voting online, and instructions for requesting paper or e-mail copies of your proxy materials are provided on the reverse side of this Notice.
SHAREHOLDERS ARE CORDIALLY INVITED TO ATTEND THE ANNUAL GENERAL MEETING.
To the Shareholders of PERRIGO COMPANY plc:
Notice is hereby given that the Annual General Meeting of Shareholders of Perrigo Company plc (the “Company”) will be held on November 4, 2015 at The Marker Hotel, Grand Canal Square, Docklands, Dublin 2, Ireland at 10:00 A.M., Irish Standard Time for the following purposes:
1. Election of Directors to hold office until the 2016 Annual General Meeting of Shareholders:
01 Laurie Brlas, 02 Gary M. Cohen, 03 Marc Coucke, 04 Jacqualyn A. Fouse, 05 Ellen R. Hoffing, 06 Michael J. Jandernoa,
07 Gerard K. Kunkle, Jr., 08 Herman Morris, Jr., 09 Donal O’Connor, 10 Joseph C. Papa, and 11 Shlomo Yanai
2. Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the period ending December 31,
2015, and authorize the Board of Directors, acting through the Audit Committee, to fix the remuneration of the auditors
3. An advisory vote to approve the Company’s executive compensation
4. Authorize Perrigo Company plc and/or any subsidiary of Perrigo Company plc to make market purchases of Perrigo Company plc’s ordinary shares
5. Determine the reissue price range for Perrigo Company plc treasury shares
6. Approve amendments to the Memorandum of Association of the Company
7. Adopt revised Articles of Association of the Company
8. In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” EACH DIRECTOR NOMINEE NAMED IN PROPOSAL 1 AND “FOR” PROPOSALS 2 THROUGH 7.
The Securities and Exchange Commission rules permit us to make our proxy materials available to our stockholders via the Internet.
Proxy materials for this Annual General Meeting and future meetings may be requested by one of the following methods:
To view your proxy materials online, go to http://www.viewproxy.com/perrigo/2015. Have the
11 digit control number available when you access the website and follow the instructions.
INTERNET
TELEPHONE
877-777-2857
TOLL FREE
requests@viewproxy. * If requesting proxy materials com by e-mail, please send a blank e-mail with Perrigo Company plc instructions and your or 11 other digit inquiries control number should (located be included below) with in your the subject e-mail requesting line. No other proxy requests, materials.
You must use the 11 digit control number located in the box below.
CONTROL NO.
Perrigo Company plc
Treasury Building Lower Grand Canal Street Dublin 2, Ireland
The following proxy materials are available for you to review at: http://www.viewproxy.com/perrigo/2015 • Notice & Proxy Statement, • our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 and • our Irish Statutory Financial Statements, including related reports.
To obtain directions to attend the Annual General Meeting of Shareholders, please contact Perrigo Company plc at GeneralMeeting@perrigo.com
ACCESSING YOUR PROXY MATERIALS ONLINE
Have this notice available when you request a paper copy of the proxy materials or to vote your proxy electronically. You must reference your control number to vote by Internet or request a hard copy.
You May Vote Your Proxy When You View The Proxy Materials On The Internet. You Will Be Asked To Follow The Prompts To Vote Your Shares.
Your electronic vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed, dated and returned the proxy card. If you wish to appoint as proxy any other person, please contact the Company Secretary.
For participants of the Company’s 401K Plan, Internet and telephone voting is available through October 29, 2015 at 11:59 PM Eastern Daylight Time.
Votes submitted by mail must be received by the Company by this time.
REQUESTING A PAPER COPY OF THE PROXY MATERIALS
By telephone please call 1-877-777-2857 toll free or
By logging onto http://www.viewproxy.com/perrigo/2015 or
By email at: requests@viewproxy.com
Please include Perrigo Company plc and your control number in the subject line of your e-mail.