Current Report Filing (8-k)
August 22 2022 - 5:16PM
Edgar (US Regulatory)
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2022-08-17
2022-08-17
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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 17, 2022
Mallinckrodt plc
(Exact name of registrant
as specified in its charter)
Ireland |
001-35803 |
98-1088325 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
College Business & Technology Park, Cruiserath, Blanchardstown, Dublin 15, Ireland
(Address of principal executive offices)
+353 1 6960 000
(Registrant’s
telephone number, including area code)
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:
| ¨ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
None
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
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. |
Departure of Officers
On
August 17, 2022, Mallinckrodt plc (“Mallinckrodt” or the “Company”) announced that Hugh M.
O’Neill, Executive Vice President and Chief Commercial and Operations Officer, and Steven J. Romano, M.D., Executive Vice President
and Chief Scientific Officer, will step down from their roles and depart Mallinckrodt in mid-September and at the beginning
of December 2022, respectively (the “Departures”). The Departures will be treated as severance-qualifying terminations
of employment for purposes of the employment agreements with each of Mr. O’Neill and Dr. Romano.
| Item 7.01. | Regulation FD Disclosure. |
On August 17, 2022, Mallinckrodt issued a
press release announcing the Departures, along with certain other changes to the Company’s Executive Committee. A copy of the press
release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information contained in this Item 7.01, including
Exhibit 99.1, shall be deemed to be “furnished” and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of
that Section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended,
or the Exchange Act.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
MALLINCKRODT PLC |
|
|
Dated: August 22, 2022 |
By: |
/s/ Mark Tyndall |
|
|
Mark Tyndall |
|
|
Executive Vice President, Chief Legal Officer & Corporate Secretary |
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