WEST PHARMACEUTICAL SERVICES INC
For the period ended May 4, 2026. Filed Mar 12, 2026.
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May 4, 2026 · Filed Mar 12, 2026
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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 (Amendment No. )
Filed by the Registrant**[**X]
Filed by a Party other than the Registrant**[**** ]**
Check the appropriate box:
| [ ] | Preliminary Proxy Statement |
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| [ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| [X] | Definitive Proxy Statement |
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| [ ] | Definitive Additional Materials |
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| [ ] | Soliciting Material under §240.14a-12 |
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West Pharmaceutical Services, Inc.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| [X] | No fee required. |
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| [ ] | Fee paid previously with preliminary materials. |
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| [ ] | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. |
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| Message from the President, CEO and Chair of the Board | |
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| Dear Shareholders:In 2025, we advanced our shared purpose to improve patients’ lives and reinforced our position as the market-leading injectable solutions company serving some of the fastest growing areas of healthcare. Our Mission Drives Our Business PerformanceOur performance in 2025 was the result of our relentless focus on executing our growth strategy, even as we faced initial challenges at the beginning of the year. Our progress reflects our team’s passion for excellence in drug delivery. We built momentum in our business through the year with a strong and growing portfolio of products and services that reached more patients and generated net sales of over $3 billion, equivalent to 4.3% year-over-year organic growth, adjusted operating margin of 20.2% and adjusted-diluted EPS of $7.29, representing year-on-year growth of 8%. This growth was driven by strong performance in our Proprietary Products segment, specifically High-Value Product (“HVP”) Components, our largest and most profitable business, which represented about half of our total net sales and grew 9% organically year-over-year. Key growth drivers included GLP-1s, Biologics and Annex 1. Our Standard Products net sales were flat organically and continued to serve as an important funnel for our HVP Components business as customers move up the value chain. We made steady progress in improving the economics of our HVP Devices business. In January 2026 we announced an agreement to sell SmartDose® 3.5mL, which aligns with our ongoing commitment to our customer development pipeline and patient-centric approach to drive durable and profitable growth.Our Contract Manufacturing segment, which represents 19% of our 2025 net sales, delivered growth and operational improvements, with our Dublin facility ramping production of delivery devices for obesity and diabetes and poised to commence commercial drug-handling operations in 2026. We delivered operating cash flow of $755 million and invested $286 million in capital expenditure investments to expand capacity, automation and innovation. Our free cash flow of $469 million was up 70% versus last year and we returned $195 million in capital to shareholders through share repurchases and dividends. 2025 marked the 33rd consecutive year that we have increased our dividend.Innovating as a One West TeamThis progress would not be possible without the commitment and hard work of our One West team. We strengthened our executive leadership team, with five out of ten members having joined in the last 12 months. I’m also privileged to serve on an exceptional Board with independent directors who provide valuable oversight and counsel, including Rob Friel who has been serving as Lead Independent Director since April 2025.In 2025, we invested $74 million in Research and Development to bring innovative products to market and sustain our growth trajectory. In October, we introduced West Synchrony™ Prefillable Syringe System, an innovative system that marks a significant shift in drug delivery solutions by offering a fully verified platform from a single supplier for biologics and vaccines.We are proud to have been recognized with several notable achievements, including the 2025 Best Primary Packaging Specialist by The Medicine Maker Company of the Year Awards. Our success reflects the dedication of over 10,000 employees across 50 locations. The trust that our customers place in us is our most valuable asset, and we work tirelessly to uphold it.Future OutlookThroughout 2025 we repositioned West for long-term success. With a strong financial foundation, a refreshed leadership team and a culture of innovation, we are confident in our ability to deliver sustainable growth and create value for patients, customers and shareholders in 2026 and beyond.Your Vote MattersYour vote is important to us, and we look forward to your participation in our 2026 Annual Meeting of Shareholders on Monday, May 4, 2026, at 9:30 a.m. ET. Sincerely, | |
Eric M. Green
President, Chief Executive Officer and Chair of the Board
Notice of 2026 Annual Meeting of Shareholders
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| WHEN | | VIRTUAL MEETING LOCATION | | RECORD DATE |
| Monday, May 4, 20269:30 AM, Eastern Daylight Time | | www.virtualshareholdermeeting.com/WST2026Enter the 16-digit digital control numberfound on your proxy card. | | Close of business onFebruary 27, 2026 |
Online access to the webcast will open 15 minutes prior to the start of the meeting. We encourage you to log on early. Additionally, shareholders participating in the Annual Meeting via the webcast may submit questions through the virtual meeting platform by following the instructions described in this Proxy Statement and on the website.
| Proposal · · Board Recommendation · · Page | ||||||
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| 1 | Election of the eleven nominees set forth in the attached Proxy Statement as directors, each for a term of one year until the 2027 Annual Meeting of Shareholders | | | FOR all of the Board’s nominees | | 6 |
| 2 | Consideration of an advisory vote to approve Named Executive Officer compensation | | | FOR | | 36 |
| 3 | Ratification of the appointment of our independent registered public accounting firm for 2026 | | | FOR | | 72 |
| 4 | Shareholder proposal regarding an Independent Board Chair Policy | | | AGAINST | | 75 |
| | We will also transact such other business as may properly come before the meeting and any adjournments or postponements thereof. | |||||
| | Your Vote is Important. If you are a registered shareholder on the record date, you are entitled to notice of the Annual Meeting, and to vote at the Annual Meeting and any postponements or adjournments thereof using one of the following methods: | | ||||||
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| | PHONE | | INTERNET | | | DURING THE MEETING | | |
| | Call toll-free from the United States, U.S. territories and Canada to 1-800-690-6903 | | Log on to www.ProxyVote.com | | Mail your signed proxy card or voting instruction card to the address provided | | Log on to www.virtualshareholdermeeting.com/WST2026 with your 16-digit digital control number found on your proxy card | |
| | If you hold shares of the Company in “Street Name,” please follow the voting instructions provided by your bank, broker or other nominee to vote your shares of the Company. | | ||||||
**Important Notice Regarding the Internet Availability of Proxy Materials for the 2026 Annual Meeting of Shareholders To be Held on May 4, 2026:**The Notice of Annual Meeting (the “Notice”), Proxy Statement and Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report on Form 10-K”) are available on our website at www.westpharma.com/investors/financial. A Notice Regarding the Internet Availability of Proxy Materials or the Notice, 2025 Annual Report on Form 10-K, form of proxy, and accompanying materials are first being sent to shareholders on or about March 12, 2026.
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| | Norman D. Finch Jr.Sr. Vice President, General Counseland Corporate Secretary |
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