重大事件
即時報告
8-K
2026-07-09
菲利普莫里斯披露與離任財務總監Babeau分離協議 涉逾156萬美元遣散費
AI 繁中摘要
申報類型:8-K|公司:Philip Morris International Inc.(PMI)
PMI 於 2026 年 7 月 6 日提交 8-K,披露與即將離任的財務總監 Emmanuel Babeau 之正式分離協議。
重點如下:
- 今年 5 月 20 日已公布,現任歐洲區總裁 Massimo Andolina 將於 2026 年 8 月 1 日起接替 Babeau 出任集團 CFO。
- Babeau 將留任至 2027 年 3 月 31 日(「分離日」),期間擔任集團 CEO Jacek Olczak 之策略顧問。
- 分離協議於 2026 年 7 月 2 日獲董事會批准,7 月 6 日簽署。
關鍵補償條款(金額按 2026 年 7 月 6 日匯率 CHF 1 = USD 1.2408 換算):
- 顧問任期內繼續領取現行年薪 CHF 1,260,012(約 USD 1,563,423)。
- 合資格獲 2026 年度現金花紅,目標為基本薪資之 125%,須持續受僱至分離日。
- 2027 年股權獎勵方面,僅獲限制性股票單位 (RSU) 部分(佔原獎勵 40%),不獲績效股,須董事會批核及繼續受僱至分離日。
- 若符合協議條件,可獲等同「無故終止合約」之離職福利:
- 一筆過遣散費:CHF 1,260,012(約 USD 1,563,423)
- 代替 2027 年按比例計算之現金花紅:CHF 393,754(約 USD 488,570)
- 所有未歸屬股權獎勵將即時歸屬。
- 協議包含 24 個月競業限制、保密及不貶損條款,以及一般法律豁免。
對投資者的影響:
是次 CFO 交接屬早前已公布之計劃,分離協議提供合理過渡安排,有助減少管理層變動風險。投資者可留意新任 CFO 上任後之財務策略及資本配置方向,短期內對公司營運及股價影響料屬中性。
展開英文正文
pm-202607060001413329false00014133292026-07-062026-07-060001413329us-gaap:CommonStockMember2026-07-062026-07-060001413329pm:A0.125Notesdue2026Member2026-07-062026-07-060001413329pm:A3.125Notesdue2027Member2026-07-062026-07-060001413329pm:A3.125Notesdue2028Member2026-07-062026-07-060001413329pm:A2.875Notesdue2029Member2026-07-062026-07-060001413329pm:A3.375NotesDue2029Member2026-07-062026-07-060001413329pm:A2.750NotesDue2029Member2026-07-062026-07-060001413329pm:A3.750NotesDue2031Member2026-07-062026-07-060001413329pm:A0.800Notesdue2031Member2026-07-062026-07-060001413329pm:A3.250NotesDue2032Member2026-07-062026-07-060001413329pm:A3.125Notesdue2033Member2026-07-062026-07-060001413329pm:A2.000Notesdue2036Member2026-07-062026-07-060001413329pm:A1.875Notesdue2037Member2026-07-062026-07-060001413329pm:A6.375Notesdue2038Member2026-07-062026-07-060001413329pm:A1.450Notesdue2039Member2026-07-062026-07-060001413329pm:A4.375Notesdue2041Member2026-07-062026-07-060001413329pm:A4.500Notesdue2042Member2026-07-062026-07-060001413329pm:A3.875Notesdue2042Member2026-07-062026-07-060001413329pm:A4.125Notesdue2043Member2026-07-062026-07-060001413329pm:A4.875Notesdue2043Member2026-07-062026-07-060001413329pm:A4.250Notesdue2044Member2026-07-062026-07-06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2026 Philip Morris International Inc. (Exact name of registrant as specified in its charter) Virginia 1-33708 13-3435103 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 677 Washington Blvd, Ste. 1100StamfordConnecticut06901 (Address of principal executive offices)(Zip Code) Registrant's telephone number, including area code: (203) 905-2410 (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, no par valuePMNew York Stock Exchange 0.125% Notes due 2026PM26BNew York Stock Exchange 3.125% Notes due 2027PM27New York Stock Exchange 3.125% Notes due 2028PM28New York Stock Exchange 2.875% Notes due 2029PM29New York Stock Exchange 3.375% Notes due 2029PM29ANew York Stock Exchange 2.750% Notes due 2029PM29DNew York Stock Exchange 3.750% Notes due 2031PM31BNew York Stock Exchange 0.800% Notes due 2031PM31New York Stock Exchange 3.250% Notes due 2032PM32New York Stock Exchange 3.125% Notes due 2033PM33New York Stock Exchange 2.000% Notes due 2036PM36New York Stock Exchange 1.875% Notes due 2037PM37ANew York Stock Exchange 6.375% Notes due 2038PM38New York Stock Exchange 1.450% Notes due 2039PM39New York Stock Exchange 4.375% Notes due 2041PM41New York Stock Exchange 4.500% Notes due 2042PM42New York Stock Exchange 3.875% Notes due 2042PM42ANew York Stock Exchange 4.125% Notes due 2043PM43New York Stock Exchange 4.875% Notes due 2043PM43ANew York Stock Exchange 4.250% Notes due 2044PM44New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on May 20, 2026, the Board of Directors (the “Board”) of Philip Morris International Inc. (the “Company”) approved the appointment of Massimo Andolina, the Company’s current President, Europe Region, to the position of Group Chief Financial Officer, replacing Emmanuel Babeau, effective August 1, 2026. Mr. Babeau will remain employed by the Company as Strategic Advisor to Jacek Olczak, Group CEO PMI, through March 31, 2027 (the “Separation Date”). In connection with Mr. Babeau’s separation from the Company, on July 2, 2026 the Board approved, and on July 6, 2026 Mr. Babeau entered into, a Separation Agreement and Release with PMI Management Sàrl, an indirect wholly-owned subsidiary of the Company (the “Separation Agreement”). Under the Separation Agreement, Mr. Babeau will continue to receive his current base salary of CHF 1,260,012 (or $1,563,423)1 while serving as Strategic Advisor to Group CEO PMI through the Separation Date, and he will be eligible to receive his 2026 annual cash incentive compensation award, which has a target value equal to 125% of his base salary, subject to continued employment through the Separation Date. Under the Separation Agreement, Mr. Babeau will also be eligible to receive the restricted share unit (“RSU”) portion, but not the performance share unit portion, of his 2027 equity award, subject to Board approval at the time of grant and continued employment through the Separation Date. If approved, the RSUs would represent 40% of the total 2027 equity award Mr. Babeau would otherwise be eligible to receive. In addition, as provided in the Separation Agreement, Mr. Babeau will be entitled to receive the post-employment payments and benefits associated with a termination without cause under his Employment Agreement, effective May 1, 2020. A copy of Mr. Babeau’s Employment Agreement was previously filed by the Company with the SEC on March 2, 2020. The payments and benefits include a lump sum severance payment equal to Mr. Babeau’s current base salary of CHF 1,260,012 (or $1,563,423)1 and payment of CHF 393,754 (or $488,570)1 in lieu of his 2027 annual cash incentive compensation award pro-rated through the Separation Date. In addition, Mr. Babeau’s then outstanding equity awards will fully vest. As contemplated by the Employment Agreement, in consideration of the above listed payments and benefits, the Separation Agreement includes a twenty-four month non-competition provision. The Separation Agreement also includes customary confidentiality and non-disparagement provisions and a general release of claims and is subject to Mr. Babeau’s continued employment through the Separation Date and compliance with the other obligations set forth in the Separation Agreement. The foregoing description of the terms of the Separation Agreement is not complete and is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. ___________________ 1 Based upon the conversion rate on July 6, 2026 of CHF 1.00 = $ 1.2408 Item 9.01.Financial Statements and Exhibits. (d)Exhibits. 10.1Separation Agreement and Release with Emmanuel Babeau, dated July 6, 2026 (incorporated by reference to Item 5.02.). 104Cover Page Interactive Data File (formatted in Inline XBRL). SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PHILIP MORRIS INTERNATIONAL INC. By:/s/ DARLENE QUASHIE HENRY Name:Darlene Quashie Henry Title:Vice President, Associate General Counsel & Corporate Secretary Date: July 9, 2026