PERRIGO Co plc — Director's Dealing 2013

Dec 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PERRIGO Co plc (PRGO)
CIK: 0001585364
Period of Report: 2013-12-18

Reporting Person: Zilberfarb Ben-Zion (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-18	Ordinary Shares	A	4103	—	Acquired	4103	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-18	Director Stock Option Right to Buy	$59.74	A	2224	Acquired	2020-11-09	Ordinary Shares (2224)	Direct
2013-12-18	Director Stock Option Right to Buy	$89.42	A	2275	Acquired	2021-11-03	Ordinary Shares (2275)	Direct
2013-12-18	Director Stock Option Right to Buy	$100.84	A	2726	Acquired	2022-11-14	Ordinary Shares (2726)	Direct
2013-12-18	Director Stock Option Right to Buy	$39.62	A	3053	Acquired	2019-11-09	Ordinary Shares (3053)	Direct
2013-12-18	Director Stock Option Right to Buy	$34.45	A	3351	Acquired	2018-11-13	Ordinary Shares (3351)	Direct
2013-12-18	Director Stock Option Right to Buy	$17.38	A	4364	Acquired	2017-02-26	Ordinary Shares (4364)	Direct
2013-12-18	Director Stock Option Right to Buy	$23.44	A	4650	Acquired	2017-10-30	Ordinary Shares (4650)	Direct

Footnotes

F1: Represents shares of Perrigo Company ("Perrigo") acquired in connection with the merger of a wholly-owned subsidiary of Perrigo Company plc ("New Perrigo") with and into Perrigo Company ("Perrigo"), with Perrigo surviving the merger as a wholly-owned subsidiary of New Perrigo ("the Merger"), in exchange for cash and ordinary shares of New Perrigo, which was consummated after and conditioned on New Perrigo' s acquisition of Elan Corporation plc, by means of a "scheme of arrangement", an Irish statutory procedure under the Companies Act of 1963. At the effective time of the Merger, each Perrigo common share was cancelled and converted into the right to receive one New Perrigo ordinary share and $0.01 in cash.

F2: This option to purchase 2,224 New Perrigo ordinary shares for $59.74 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 2,224 Perrigo common stock shares for $59.74 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.

F3: This option to purchase 2,275 New Perrigo ordinary shares for $89.42 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 2,275 Perrigo common stock shares for $89.42 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.

F4: This option to purchase 2,726 New Perrigo ordinary shares for $100.84 per share, which vests on the date of the next Annual Shareholders Meeting in the Fall of 2014, was received in the Merger and represents the conversion of 2,726 Perrigo common stock shares for $100.84 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.

F5: This option to purchase 3,053 New Perrigo ordinary shares for $39.62 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 3,053 Perrigo common stock shares for $39.62 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.

F6: This option to purchase 3,351 New Perrigo ordinary shares for $34.45 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 3,351 Perrigo common stock shares for $34.45 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.

F7: This option to purchase 4,364 New Perrigo ordinary shares for $17.38 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 4,364 Perrigo common stock shares for $17.38 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.

F8: This option to purchase 4,650 New Perrigo ordinary shares for $23.44 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 4,650 Perrigo common stock shares for $23.44 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.