PERRIGO Co plc — Director's Dealing 2016

Mar 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PERRIGO Co plc (PRGO)
CIK: 0001585364
Period of Report: 2016-02-26

Reporting Person: Coucke Marc (Executive VP & GM)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-26	Restricted Stock Units	$	A	197	Acquired	2019-02-26	Ordinary Shares (197.0)	Direct
2016-02-26	Employee Stock Option Right to Buy	$129.23	A	1117	Acquired	2026-02-26	Ordinary Shares (1117.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	5397711	Indirect

Footnotes

F1: The reporting person and his spouse are the principal shareholders of Alychlo NV ("Alychlo"). On March 30, 2015, Alychlo acquired 5,397,711 ordinary shares of Perrigo Company plc ("Perrigo", and the shares "Perrigo Shares") in connection with Perrigo's acquisition of Omega Pharma Invest NV, all pursuant to a share purchase agreement dated November 6, 2014 (the "Share Purchase Agreement"). Of the5,397,711 Perrigo Shares issued to Alychlo, 1,081,742 Perrigo Shares are being held in escrow until June 30, 2016 pursuant to the terms of a share escrow agreement, and are subject to possible forfeiture until that time to satisfy indemnity claims arising under the Share Purchase Agreement as specified in the share escrow agreement. After the closing of Alychlo's acquisition of 5,397,711 Perrigo Shares on March 30, 2015, Mylecke Management, Art & Invest NV, represented by Marc Coucke, was appointed Executive Vice President and General Manager of Perrigo's Omega Pharma business unit.

F2: Pursuant to the terms of a lock-up agreement dated March 30, 2015 entered into in connection with the Share Purchase Agreement, without the issuer's prior written consent, the transfer or other disposition of the 5,397,711 Perrigo Shares acquired by Alychlo are restricted 50% until March 30, 2017 and the remaining 50% until March 30, 2018, subject to certain permitted exceptions.

F3: Alychlo NV is a Belgium-based limited liability company in which Marc Coucke and his spouse are the principal shareholders.

F4: Each Restricted Stock Unit represents a contingent right to receive one ordinary share of Perrigo Company plc.

F5: Exercisable in 3 equal annual installments beginning 2/26/2017.