Alkermes plc. — Proxy Solicitation & Information Statement 2023

Jun 9, 2023

DFAN14A 1 ny20009418x4_dfan14a.htm DFAN14A Licensed to: Broadridge Financial Solutions, Inc. Document created using Broadridge PROfile 23.5.1.5152 Copyright 1995 - 2023 Broadridge

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 ☐

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

☒ Definitive Additional Materials

☐ Soliciting Material under § 240.14a-12

Alkermes plc

(Name of Registrant as Specified In Its Charter)

Sarissa Capital Management LP

Sarissa Capital Offshore Master Fund LP

Sarissa Catapult Holdings Ltd

Sarissa Capital Catapult Fund LLC

Sarissa Capital Hawkeye Fund LP

ISP Fund LP

Sarissa Capital Master Fund II LP

Sarissa Capital Athena Fund Ltd

Atom Master Fund LP

Sarissa Capital Fund GP LP

Sarissa Capital Fund GP LLC

Sarissa Capital Offshore Fund GP LLC

Sarissa Capital Management GP LLC

Alexander J. Denner, Ph.D.

Patrice Bonfiglio

Sarah J. Schlesinger, M.D.

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒ No fee required

☐ Fee paid previously with preliminary materials

☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

This filing contains a press release issued on June 9, 2023 by Sarissa Capital. This filing also contains materials posted by Sarissa Capital to www.upgradealkermes.com in connection with the press release.

SARISSA CAPITAL HIGHLIGHTS MISLEADING CLAIMS MADE BY

ALKERMES IN ITS ATTEMPT TO THWART SHAREHOLDER

REPRESENTATION ON THE BOARD

Greenwich, CT, June 9, 2023 – Sarissa Capital Management LP (“Sarissa”) today issued a presentation detailing the need for shareholder representation on the board of Alkermes (NASDAQ: ALKS) accessible at the link below:

Presentation: https://upgradealkermes.com/pr060923

For additional information please visit our website at upgradealkermes.com.

If you have any questions regarding your BLUE universal proxy card or need assistance in executing your proxy card, please contact:

D.F. King & Co., Inc.

Shareholders call Toll-Free: (866) 207-3648

All Others Call: (212) 493-6952

Email: ALKS@dfking.com

UpgradeAlkermes

Your vote at Alkermes’ Annual General Meeting of Shareholders on June 29, 2023 is very important. We urge all shareholders to vote “ FOR ” the election of the Sarissa Nominees, “ AGAINST ” the compensation of the Company’s named executive officers, and “ FOR ” all other proposals in our proxy statement.

You can vote in one of three easy ways: by internet at www.cesvote.com , by telephone at 1-888-693-8683 or by mail using the BLUE universal proxy card and postage-paid envelope sent to you.

If you vote by internet or telephone, you will be required to provide the unique control number printed on your BLUE universal proxy card.

Contact: Dayna Packes Sarissa Capital Management LP info@sarissacap.com

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Additional Information

Sarissa Capital Management LP (“Sarissa Capital”), together with other participants, filed a definitive proxy statement and an accompanying BLUE universal proxy card with the SEC on June 2, 2023, in connection with the solicitation of shareholders of the Company for the 2023 annual general meeting of shareholders (the “Annual Meeting”). Shareholders are advised to read the definitive proxy statement and other documents related to the Annual Meeting as they contain important information.

The definitive proxy statement and other relevant documents filed by Sarissa Capital are available at no charge on the SEC’s website at www.sec.gov and at www.upgradealkermes.com . The definitive proxy statement and other relevant documents filed by Sarissa Capital are also available at no charge by directing a request to Sarissa Capital’s proxy solicitor, D.F. King & Co., Inc., 48 Wall Street, New York, New York 10005 (Shareholders can call toll-free: (866) 207-3648).

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