PERRIGO Co plc

Previous wording

The Company's Oral Care product category and Other product category, which includes the Dermacosmetics business (through its April 30, 2026 divestment), are together disclosed as “All Other.”

Current wording

Our Oral Care product category and Other product category, which includes our Dermacosmetics Business (through its April 30, 2026 divestment), are together disclosed as “All Other.” See Item 1. Note 17 for more information.

Previous wording

As part of our sustainable, value accretive growth strategy, we launched Project Energize in the first quarter of 2024 - a global investment and efficiency program to drive the next evolution of capabilities and organizational agility. This three-year program was expected to produce significant benefits in our long-term business performance by enabling our One Perrigo growth strategy, increasing organizational agility and mitigating impacts from stabilizing and strengthening the infant formula business. As of December 31, 2025, Project Energize had achieved these objectives and has substantively completed.

Current wording

As part of our sustainable, value accretive growth strategy, we launched Project Energize in the first quarter of 2024 - a global investment and efficiency program to drive the next evolution of capabilities and organizational agility. This three-year program was expected to produce significant benefits in our long-term business performance by enabling our One Perrigo growth strategy, increasing organizational agility and mitigating impacts from stabilizing and strengthening the Infant Formula business. As of December 31, 2025, Project Energize had achieved these objectives and was substantively completed.

Previous wording

In 2025, we initiated the Nutrition Network Optimization project to optimize our infant formula manufacturing footprint, upgrade packaging capabilities, harmonize quality processes, and enhance our research and development capabilities. On November 5, 2025, we announced a strategic review of our infant formula business. The review will assess a full range of alternatives and is aligned with our ‘Three‑S’ plan and reflects our commitment to disciplined capital allocation and supporting improved return on invested capital and total shareholder return. It will focus on a combination of accelerating cash flows and reassessing the previously announced investment in this business of $240 million, while optimizing portfolio impact and management focus. During the three months ended June 27, 2026, we executed a partial plant shut-down of our Vermont facility to rationalize capacity as part of this program. For further details on our restructuring charges related to the strategic review, refer to Item 1. Note 14.

Current wording

In 2025, we initiated the Nutrition Network Optimization (“NNO”) project to optimize our infant formula manufacturing footprint, upgrade packaging capabilities, harmonize quality processes, and enhance our research and development capabilities. At that time, we expected to make approximately $240 million of capital investments in our infant formula production network over a three-year period. As disclosed in our Quarterly Report on Form 10-Q for the period ended March 29, 2025, we deferred capital expenditures associated with the NNO project due to macroeconomic uncertainty. On November 5, 2025, we announced a strategic review of our Infant Formula business that included reassessing the previously announced NNO project and related investments. The review assessed a full range of alternatives for the business. During the three months ended June 27, 2026, we executed a partial plant shut-down of our Vermont facility to rationalize capacity as part of this program. Through September 26, 2026, we have incurred approximately $3 million of engineering, planning and design costs associated with the NNO project. We expect to fund capital expenditures related to the business of approximately $21 million through March 2027, of which approximately $18 million is related to the NNO project. On October 29, 2026, we entered into a definitive agreement for the sale of the Infant Formula business. The transaction is expected to close in March 2027, subject to the satisfaction of third-party approvals and other customary closing conditions, at which time the buyer will be responsible for capital expenditures going forward. For further details on our restructuring charges related to the NNO project, refer to Item 1. Note 14.

Previous wording

During the first quarter of 2026, following the U.S. Supreme Court’s determination that tariffs imposed under the International Emergency Economic Powers Act were unlawful and subsequent orders of the U.S. Court of International Trade directing U.S. Customs and Border Protection to refund such duties, the Company concluded that recovery of a portion of previously paid tariffs is probable. Accordingly, the Company recorded a net receivable of approximately $21 million that benefited gross profit during the three months ended March 28, 2026, representing refunds expected to be received related to eligible import entries, based on information currently available, including shipment‑level data and applicable court guidance. During the three months ended June 27, 2026, we recorded a $9.6 million adjustment benefiting gross profit based on updated information, resulting in a net receivable of approximately $31 million. The timing of receipt of these refunds is subject to U.S. Customs and Border Protection’s administrative processes, and actual amounts received may differ from estimates as refund claims are validated.

Current wording

During the first quarter of 2026, following the U.S. Supreme Court’s determination that tariffs imposed under the International Emergency Economic Powers Act were unlawful and subsequent orders of the U.S. Court of International Trade directing U.S. Customs and Border Protection to refund such duties, the Company concluded that recovery of a portion of previously paid tariffs is probable. Accordingly, we recorded a net receivable of approximately $21 million that benefited gross profit during the three months ended March 28, 2026, representing refunds expected to be received related to eligible import entries, based on information currently available, including shipment‑level data and applicable court guidance. During the three months ended June 27, 2026, we recorded a $9.6 million adjustment benefiting gross profit based on updated information, resulting in a net receivable of approximately $31 million.

Previous wording

In addition, our interest expense is impacted by the overall global economic and interest rate environment. We manage interest rate risk through our capital structure and the use of interest rate swaps to fix the interest rate on greater than 90% of our outstanding debt.

Current wording

In addition, our interest expense is impacted by the overall global economic and interest rate environment. We manage interest rate risk through our capital structure and the use of interest rate swaps to fix the interest rate on greater than 85% of our outstanding debt.

Previous wording

East Conflict and overall geopolitical tensions. Inflationary pressures are still a significant cost factor in major economies globally across food, energy and labor and general materials. The ongoing conflict involving Iran has contributed to volatility in global oil markets, resulting in rising oil prices. This escalation in oil prices presents an inflation risk for the broader economy. We previously experienced employment vacancies and attrition in the labor market which negatively impacted productivity and drove wage rate increases and other retention benefits. We implemented a series of actions to substantially mitigate these and other inflationary cost pressures, such as strategic pricing and our Supply Chain Reinvention Program. Benefits from our actions have substantially offset the impacts of inflation to date. However, future supply chain disruptions and inflationary pressures from the continuation of the conflicts between Russia and Ukraine, escalating conflicts in the Middle East, the duration and extent of oil price increases and persistent geopolitical tensions along with the impact of tariff and trade policy continue to foster uncertainty.

Current wording

Supply chain disruptions continue in multiple commodity categories such as agricultural commodities due to climate impacts and impacts across the overall supply chain due to the conflicts between Russia and Ukraine, the Middle East Conflict and overall geopolitical tensions. Inflationary pressures are still a significant cost factor in major economies globally across food, energy and labor and general materials. The ongoing conflict involving Iran and the Middle East Conflict have contributed to volatility in global oil markets, resulting in rising oil prices. This escalation in oil prices presents an inflation risk for the broader economy. We previously experienced employment vacancies and attrition in the labor market which negatively impacted productivity and drove wage rate increases and other retention benefits. We implemented a series of actions to substantially mitigate these and other inflationary cost pressures, such as strategic pricing and our Supply Chain Reinvention Program. Benefits from our actions have substantially offset the impacts of inflation to date. However, future supply chain disruptions and inflationary pressures from the continuation of the conflicts between Russia and Ukraine, escalating conflicts in the Middle East, the duration and extent of oil price increases and persistent geopolitical tensions along with the impact of tariff and trade policy continue to foster uncertainty.

Previous wording

We have been focusing on rebuilding market share, while managing the additional cost and production processes. Although we have gained market share in non-WIC infant formula powder, heightened competition from existing and new entrants, particularly as a result of continued regulatory forbearance allowing imported infant formulas has led to increased supply of infant formula in the United States, and the previously disclosed lost distribution of the Good Start® brand have hindered our efforts to recover our previous market share. On November 5, 2025, we announced a strategic review of our infant formula business focused on a combination of accelerating cash flows and reassessing the previously announced investment in this business, while optimizing portfolio impact and management focus. See Nutrition Network Optimization; Strategic Review above.

Current wording

We have been focusing on rebuilding market share, while managing the additional cost and production processes. Although we have gained market share in non-WIC infant formula powder, heightened competition from existing and new entrants, particularly as a result of continued regulatory forbearance allowing imported infant formulas has led to increased supply of infant formula in the United States, and the previously disclosed lost distribution of the Good Start® brand have hindered our efforts to recover our previous market share. On November 5, 2025, we announced a strategic review of our Infant Formula business that included reassessing the previously announced NNO project and related investments. The review assessed a full range of alternatives for the business. See Nutrition Network Optimization; Strategic Review above.

Previous wording

We continue to closely monitor the ongoing conflict and the social, political and economic environment in Israel and in the broader Middle East to evaluate the impacts on our operations and supply chain. Israel is a global technology research and development center that plays a critical role in the global Active Pharmaceutical Ingredients ("API") market, as a number of our key suppliers are located within Israel. The Company sources some raw materials and finished goods from suppliers in Israel for certain self-care products, including omeprazole. To date, Perrigo has confirmed that our suppliers in the region have active operations and continue to manufacture materials for us, and we have not received any reports of restrictions on imports or exports in Israel. However, there is potential for some disruption as it relates to in-country logistics, including freight. As a precaution, Perrigo has engaged alternate suppliers to help minimize a potential supply disruption. If the conflict spreads or materially escalates, or if the conflict leads to further volatility and uncertainty in financial markets or economic conditions, the impact on our business and results of operations could be material. For example, an escalation in military activity in the Strait of Hormuz and Red Sea region has the potential to disrupt supply chains and has lead to further inflationary pressures which we are also continuing to monitor.

Current wording

We continue to closely monitor the ongoing conflict and the social, political and economic environment in Israel and in the broader Middle East to evaluate the impacts on our operations and supply chain. Israel is a global technology research and development center that plays a critical role in the global Active Pharmaceutical Ingredients ("API") market, as a number of our key suppliers are located within Israel. The Company sources some raw materials and finished goods from suppliers in Israel for certain self-care products, including omeprazole. To date, Perrigo has confirmed that our suppliers in the region have active operations and continue to manufacture materials for us, and we have not received any reports of restrictions on imports or exports in Israel. However, there is potential for some disruption as it relates to in-country logistics, including freight. As a precaution, Perrigo has engaged alternate suppliers to help minimize a potential supply disruption. If the conflict spreads or materially escalates, or if the conflict leads to further volatility and uncertainty in financial markets or economic conditions, the impact on our business and results of operations could be material. For example, an escalation in military activity in the Strait of Hormuz and Red Sea region has the potential to disrupt supply chains and lead to further inflationary pressures which we are also continuing to monitor.

Previous wording

Any currency translation effects described below represent estimates of the net differences between translation of foreign currency transactions into U.S. dollars for the three and six months ended June 27, 2026 at the average exchange rates for the reporting period and average exchange rates for the three and six months ended June 28, 2025.

Current wording

Any currency translation effects described below represent estimates of the net differences between translation of foreign currency transactions into U.S. dollars for the three and nine months ended September 26, 2026 at the average exchange rates for the reporting period and average exchange rates for the three and nine months ended September 27, 2025.

Previous wording

Net sales decreased $108.2 million, or 5.2%, due primarily to:

Current wording

Net sales decreased $54.7 million, or 5.2%, due primarily to:

Previous wording

•$13.7 million decrease, or 1.3%, due primarily to lower retailer inventory levels and soft consumption within the Self Care reporting segment. These factors were partially offset by continued market share gains in the Self Care and Infant Formula reporting segments, supported by innovation launches;

Current wording

•$18.9 million decrease, or 1.9%, due primarily to soft consumption in our Self Care segment, which led to more measured retailer inventory positioning ahead of the cough and cold season within the Pain & Sleep and Upper Respiratory categories. These factors were partially offset by continued market share gains in the Specialty Care and Self Care reporting segments, supported by innovation launches;

Previous wording

•$21.5 million decrease due to the sale of the Dermacosmetics Business that completed in April 2026; as well as

Current wording

•$30.2 million decrease due primarily to the sale of the Dermacosmetics Business that completed in April 2026; as well as

Previous wording

•$49.0 million decrease in gross profit due to the impact of lower net sales volumes, primarily within our Self Care reporting segment, the carry over impacts of planned under-absorption stemming from lower prior-year sales volumes, and unfavorable mix, partially offset by the net recognition of a recovery of a portion of previously paid tariffs of approximately $9.6 million. Gross profit as a percentage of net sales decreased 370 basis points compared to the prior year due primarily to the same factors that drove gross profit. This was partially offset by

Current wording

•$56.3 million decrease in gross profit due to the impacts of planned under-absorption stemming from lower production volumes in Infant Formula, the impact of divestitures, and the impact of lower net sales volumes, primarily within the Skin Health and Upper Respiratory categories, partially offset by the contribution from innovation gains and the net recognition of a recovery of a portion of previously paid tariffs of approximately $5 million. Gross profit as a percentage of net sales decreased 370 basis points compared to the prior year due primarily to the same factors that drove gross profit as well as impacts from unfavorable mix. This was partially offset by

Previous wording

•$116.4 million decrease, or 5.6%, due primarily to soft consumption and lower retailer inventory levels within the Self Care segment. These were partially offset by continued market share gains in the Self Care reporting segment, supported by innovation launches;

Current wording

•$135.6 million decrease, or 4.4%, due primarily to soft consumption and lower retailer inventory levels within the Self Care segment, as well as lower contract manufacturing volumes. These were partially offset by continued market share gains in the Self Care reporting segment, supported by innovation launches;

Previous wording

•$23.6 million decrease due primarily to the sale of the Dermacosmetics Business that completed in April 2026; partially offset by

Current wording

•$56.0 million decrease due primarily to the sale of the Dermacosmetics Business that completed in April 2026; partially offset by

Previous wording

•$115.8 million decrease in gross profit due to the carry over impacts of planned under-absorption stemming from lower prior-year sales volumes, and the impact of lower net sales volumes, primarily within our Self Care reporting segment, partially offset by the net recognition of a recovery of a portion of previously paid tariffs of approximately $30.6 million. Gross profit as a percentage of net sales decreased 390 basis points compared to the prior year due primarily to the same factors that drove gross profit.

Current wording

•$172.2 million decrease in gross profit due to the carry-over impacts of planned under-absorption stemming from lower prior-year sales volumes, the impact of lower net sales volumes, primarily within our Self Care reporting segment, and the impact of divestitures, partially offset by the net recognition of a recovery of a portion of previously paid tariffs of approximately $35 million. Gross profit as a percentage of net sales decreased 390 basis points compared to the prior year due primarily to the same factors that drove gross profit.

Previous wording

•$325.4 million increase in operating expenses driven by the $331.8 million goodwill impairment charge.

Current wording

•$318.5 million increase in operating expenses driven by the $332.6 million goodwill impairment charge.

Previous wording

Net sales decreased $33.5 million, or 3.2%, due primarily to:

Current wording

Net sales decreased $20.4 million, or 3.2%, due primarily to:

Previous wording

•$4.1 million decrease due primarily to previously announced divestitures; partially offset by

Current wording

•$1.3 million decrease due primarily to previously announced divestitures; as well as

Previous wording

Segment operating income decreased $59.4 million, or 28.8%, due primarily to unfavorable gross profit flow through partially offset by a $11.6 million decrease in operating expenses driven by benefits from the Operational Enhancement Program.

Current wording

Segment adjusted operating income decreased $25.3 million, or 19.4%, due primarily to unfavorable gross profit flow through driven by unfavorable mix and unfavorable impacts from net pricing adjustments, as well as a $1.6 million increase in operating expense driven by higher advertising and promotional investments, partially offset by benefits from the Operational Enhancement Program.

Previous wording

•$108.9 million decrease, or 9.0%, due primarily to lower retailer inventory levels and continued soft consumption across both the U.S. and Europe, driven in part by lower seasonal incidence of cough and cold versus the prior year;

Current wording

•$126.8 million decrease, or 6.9%, due primarily to continued soft consumption across both the U.S. and Europe, driven in part by lower year-over-year seasonal incidence of cough and cold in the first half of the year, as well as lower retailer inventory levels, unfavorable impacts from net pricing adjustments, and unfavorable mix. This was partially offset by gains driven by innovation;

Previous wording

•$2.1 million decrease due primarily to previously announced divestitures; partially offset by

Current wording

•$5.4 million decrease due primarily to previously announced divestitures; partially offset by

Previous wording

•$18.9 million increase, or 23.1%, due primarily to timing of contract infant formula shipments, in addition to increased net sales of store brand formula.

Current wording

•$18.9 million increase from favorable foreign currency translation.

Previous wording

Segment operating income decreased $15.2 million, or 16.2%, due primarily to unfavorable gross profit flow through partially offset by a $12.0 million decrease in operating expenses driven by benefits from the Operational Enhancement Program.

Current wording

Segment adjusted operating income decreased $84.8 million, or 25.1%, due primarily to unfavorable gross profit flow through driven by soft consumption and the carry-over impacts of planned under-absorption stemming from lower prior-year sales volumes, partially offset by a $9.8 million decrease in operating expenses driven by benefits from the Operational Enhancement Program.

Previous wording

•$6.7 million decrease, or 2.9%, due primarily to lower net sales in Skin Health driven by lower store brand sales of Minoxidil and lower net sales of Mederma® due to prior year inventory restocking. The decline in

Current wording

•$6.6 million decrease, or 3.5%, due primarily to lower net sales in Skin Health driven by lower store brand sales and contract manufacturing sales of Minoxidil and lower net sales of Mederma®, partially offset by growth in the Women’s Health category led by continued momentum and share gains from ellaOne® and continued growth from Opill®. The decline in Skin Health was partially offset by strong in-season performance from Compeed® and Jungle Formula®; as well as

Previous wording

Segment operating income decreased $18.5 million, or 27.9%, due primarily to unfavorable gross profit flow through as a result of the carry over impacts of prior year manufacturing volume headwinds and unfavorable mix, as well as a $4.0 million increase in operating expenses as higher advertising and promotional investments were made to support second half growth initiatives.

Current wording

Segment adjusted operating income decreased $10.2 million, or 24.2%, due primarily to unfavorable gross profit flow through driven by unfavorable volume/mix, as well as a $5.2 million increase in operating expenses driven by higher advertising and promotional investments.

Previous wording

•$8.3 million decrease, or 1.9%, due primarily to lower net sales in Skin Healthas lower store brand sales of Minoxidil and lower net sales of Mederma® were partially offset by share gains in Compeed®and Jungle Formula®. The net decline in Skin Health was partially offset by the Women’s Health category, led by continued momentum from Opill® andellaOne®.

Current wording

•$15.0 million decrease, or 2.4%, due primarily to lower net sales in Skin Health driven by lower store brand sales and contract manufacturing sales of Minoxidil and lower net sales of Mederma®, partially offset by the Women’s Health category led by continued momentum from Opill® andellaOne®. The decline in Skin Health was partially offset by share gains in Compeed®and Jungle Formula®; partially offset by

Previous wording

Segment operating income decreased $5.2 million, or 4.8%, due primarily to unfavorable gross profit flow through as a result of the carry over impacts of prior year manufacturing volume headwinds and unfavorable mix, partially offset by a $12.0 million decrease in operating expenses driven by lower advertising and promotional spend, including planned lower Opill® investment levels.

Current wording

Segment adjusted operating income decreased $15.4 million, or 10.2%, due primarily to unfavorable gross profit flow through as a result of the carry-over impacts of prior year manufacturing volume headwinds and unfavorable mix, partially offset by a $6.7 million decrease in operating expenses driven by lower advertising and promotional spend, including planned lower Opill® investment levels.

Previous wording

Segment operating income increased $16.2 million, due primarily to favorable gross profit flow through from the lapping of isolated production variability in the prior-year period that resulted in higher product scrap, and higher net sales, as well as a $6.2 million decrease in operating expenses driven by lower selling costs as a result of actions taken as part of Nutrition Network Optimization.

Current wording

Segment adjusted operating income (loss) decreased $15.1 million, due primarily to unfavorable gross profit flow through including planned under-absorption stemming from lower production volumes, partially offset by a $7.2 million decrease in operating expenses driven by lower administrative costs as a result of actions taken as part of Nutrition Network Optimization.

Previous wording

•$20.6 million increase, or 12.1%, due primarily to growth in contract infant formula, partially offset by lower net sales in store brand and branded infant formula as the prior year period was elevated due to customer inventory replenishment.

Current wording

•$12.1 million increase, or 4.7%, due primarily to growth in contract and store brand infant formula, partially offset by lower net sales in branded infant formula as the prior year period was elevated due to customer inventory replenishment.

Previous wording

Segment operating income decreased $1.9 million, due primarily to unfavorable gross profit flow through driven by the carry over impacts of prior year manufacturing volume headwinds, partially offset by a $10.2 million decrease in operating expenses driven by lower selling costs as a result of actions taken as part of Nutrition Network Optimization.

Current wording

Segment adjusted operating income (loss) decreased $17.0 million, due primarily to unfavorable gross profit flow through driven by the carry-over impacts of prior-year manufacturing volume headwinds, partially offset by a $17.3 million decrease in operating expenses driven by lower administrative and selling costs as a result of actions taken as part of Nutrition Network Optimization.

Previous wording

•$21.5 million decrease due to the sale of the Dermacosmetics Business that completed in April 2026;

Current wording

•$29.2 million decrease due to the sale of the Dermacosmetics Business that completed on April 30, 2026;

Previous wording

•$9.8 million increase from favorable foreign currency translation; partially offset by

Current wording

•$1.6 million decrease from unfavorable foreign currency translation; partially offset by

Previous wording

Segment operating income increased $11.0 million, or 23.6%, due primarily to a $12.5 million decrease in operating expenses driven by lower costs as a result of the Operational Enhancement Program, partially offset by lower net sales flow through.

Current wording

Segment adjusted operating income increased $15.1 million, or 21.9%, due primarily to a $23.8 million decrease in operating expenses as a result of the absence of expenses associated with the Dermacosmetics Business, partially offset by lower net sales flow through.

Previous wording

Interest expense, net during the three and six months ended June 27, 2026 was comparable to the prior year periods.

Current wording

Interest expense, net during the three and nine months ended September 26, 2026 was comparable to the prior year periods.

Previous wording

The $123.0 million and $128.7 million increase in Other (income) expense, net during the three and six months ended June 27, 2026, respectively, compared to the prior year periods was due primarily to the gain on sale related to the divestiture of the Dermacosmetics Business (refer to Item 1. Note 3).

Current wording

The $135.0 million decrease in Other (income) expense, net during the nine months ended September 26, 2026 compared to the prior year period was due primarily to the gain on sale related to the divestiture of the Dermacosmetics Business (refer to Item 1. Note 3).

Previous wording

The loss on extinguishment of debt recognized during the six months ended June 27, 2026 is a result of the Amended and Restated Credit Agreement (refer to Item 1. Note 11).

Current wording

The loss on extinguishment of debt recognized during the nine months ended September 26, 2026 is a result of the Amended and Restated Credit Agreement (refer to Item 1. Note 11).

Previous wording

The effective tax rate on pre-tax income for the three months ended June 27, 2026, decreased when compared to the effective tax rate on pre-tax income for the three months ended June 28, 2025, primarily due to increases in our reserves for uncertain tax positions in 2025 and changes in jurisdictional mix of earnings, offset by impacts related to the Dermacosmetics Business divestiture in 2026.

Current wording

The effective tax rate on pre-tax loss for the three months ended September 26, 2026, decreased when compared to the effective tax rate on pre-tax income for the three months ended September 27, 2025, primarily due to increases in our reserves for uncertain tax positions in 2025, offset by tax benefits resulting from the enactment of the One Big Beautiful Bill Act (“OBBBA”) in 2025 and changes in jurisdictional mix of earnings.

Previous wording

The effective tax rate on pre-tax loss for thesix months ended June 27, 2026, decreased when compared to the effective tax rate on pre-tax income for thesix months ended June 28, 2025, primarily due to a reduction in our reserves for uncertain tax positions in 2026, the impact of goodwill impairments in 2026, offset by impacts related to the Dermacosmetics Business divestiture in 2026 and increases in our reserves for uncertain tax positions in 2025.

Current wording

The effective tax rate on pre-tax loss for the nine months ended September 26, 2026, decreased when compared to the effective tax rate on pre-tax income for the nine months ended September 27, 2025, primarily due to a reduction in our reserves for uncertain tax positions in 2026, increases in our reserves for uncertain tax positions in 2025, the impact of goodwill impairments in 2026, offset by impacts related to the Dermacosmetics Business divestiture in 2026 and the impact of the OBBBA in 2025.

Previous wording

The $42.4 million decrease in operating cash flow was primarily driven by a decrease in cash flow from the change in net earnings after adjustments for items including impairment, depreciation and amortization, gain (loss) on sale of business and restructuring, partially offset by a decrease in working capital.

Current wording

The $2.1 million increase in operating cash flow was primarily driven by a decrease in working capital, partially offset by a decrease in cash flow from the change in net earnings after adjustments for items including impairment, depreciation and amortization, gain (loss) on sale of business and restructuring.