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Filing Details

Accession Number:: 0001193805-18-000724
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-05-17 21:03:13
Reporting Period:: 2018-05-15

Accepted Time:: 2018-05-17 21:03:13
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1585364	Perrigo Co Plc	PRGO	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1362697	C Jeffrey Smith	777 Third Avenue, 18Th Floor New York NY 10017		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Ordinary Shares	Acquisiton	2018-05-15	61,313	$75.19	434,051	No	4	P	Indirect	By Starboard Value and Opportunity S LLC
Ordinary Shares	Acquisiton	2018-05-15	12,594	$75.28	446,645	No	4	P	Indirect	By Starboard Value and Opportunity S LLC
Ordinary Shares	Acquisiton	2018-05-15	34,947	$75.19	244,365	No	4	P	Indirect	By Starboard Value and Opportunity C LP
Ordinary Shares	Acquisiton	2018-05-15	7,178	$75.28	251,543	No	4	P	Indirect	By Starboard Value and Opportunity C LP
Ordinary Shares	Acquisiton	2018-05-15	8,574	$75.19	2,009,712	No	4	P	Indirect	By Starboard Leaders Kilo LLC
Ordinary Shares	Acquisiton	2018-05-15	1,761	$75.28	2,011,473	No	4	P	Indirect	By Starboard Leaders Kilo LLC
Ordinary Shares	Acquisiton	2018-05-15	1,565	$75.19	367,168	No	4	P	Indirect	By Starboard Leaders Select III LP
Ordinary Shares	Acquisiton	2018-05-15	321	$75.28	367,489	No	4	P	Indirect	By Starboard Leaders Select III LP
Ordinary Shares	Acquisiton	2018-05-15	101,001	$75.19	3,505,673	No	4	P	Indirect	By Managed Accounts of Starboard Value LP
Ordinary Shares	Acquisiton	2018-05-15	20,746	$75.28	3,526,419	No	4	P	Indirect	By Managed Accounts of Starboard Value LP
Ordinary Shares	Acquisiton	2018-05-16	4,808	$75.83	256,351	No	4	P	Indirect	By Starboard Value and Opportunity C LP
Ordinary Shares	Acquisiton	2018-05-16	4,514	$75.83	2,015,987	No	4	P	Indirect	By Starboard Leaders Kilo LLC
Ordinary Shares	Acquisiton	2018-05-16	824	$75.83	368,313	No	4	P	Indirect	By Starboard Leaders Select III LP
Ordinary Shares	Acquisiton	2018-05-16	89,854	$75.83	3,616,273	No	4	P	Indirect	By Managed Accounts of Starboard Value LP
Ordinary Shares	Acquisiton	2018-05-17	1,596	$75.89	257,947	No	4	P	Indirect	By Starboard Value and Opportunity C LP
Ordinary Shares	Acquisiton	2018-05-17	2,078	$75.89	2,018,065	No	4	P	Indirect	By Starboard Leaders Kilo LLC
Ordinary Shares	Acquisiton	2018-05-17	379	$75.89	368,692	No	4	P	Indirect	By Starboard Leaders Select III LP
Ordinary Shares	Acquisiton	2018-05-17	45,947	$75.89	3,662,220	No	4	P	Indirect	By Managed Accounts of Starboard Value LP

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Starboard Value and Opportunity S LLC
No	4	P	Indirect	By Starboard Value and Opportunity S LLC
No	4	P	Indirect	By Starboard Value and Opportunity C LP
No	4	P	Indirect	By Starboard Value and Opportunity C LP
No	4	P	Indirect	By Starboard Leaders Kilo LLC
No	4	P	Indirect	By Starboard Leaders Kilo LLC
No	4	P	Indirect	By Starboard Leaders Select III LP
No	4	P	Indirect	By Starboard Leaders Select III LP
No	4	P	Indirect	By Managed Accounts of Starboard Value LP
No	4	P	Indirect	By Managed Accounts of Starboard Value LP
No	4	P	Indirect	By Starboard Value and Opportunity C LP
No	4	P	Indirect	By Starboard Leaders Kilo LLC
No	4	P	Indirect	By Starboard Leaders Select III LP
No	4	P	Indirect	By Managed Accounts of Starboard Value LP
No	4	P	Indirect	By Starboard Value and Opportunity C LP
No	4	P	Indirect	By Starboard Leaders Kilo LLC
No	4	P	Indirect	By Starboard Leaders Select III LP
No	4	P	Indirect	By Managed Accounts of Starboard Value LP

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Ordinary Shares	Restricted Stock Unit	Acquisiton	2018-05-15	3,971	$0.00	3,971	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,971	2019-05-15	2019-05-15	No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Ordinary Shares	528	Direct
Ordinary Shares	3,287,856	Indirect	By Starboard Value and Opportunity Master Fund Ltd

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Ordinary Shares	Restricted Stock Unit	$0.00	2018-06-06	2018-06-06	4,265	4,265	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2018-06-06	4,265	4,265	Direct

Footnotes

Ordinary shares owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Leaders Kilo LLC ("Starboard Kilo LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Kilo LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares owned directly by Starboard Kilo LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares owned directly by Starboard Leaders Select III LP ("Starboard Leaders Select III"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Leaders Select III, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares directly held by Starboard Leaders Select III for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Ordinary shares held in certain accounts managed by Starboard Value LP (the "Managed Accounts"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the shares held in the Managed Accounts for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Each Restricted Stock Unit represents a contingent right to receive one Perrigo Company plc ordinary share.