PRMB 8-K
Primo Brands Corp (PRMB)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 14, 2026, pursuant to the Stockholders Agreement, dated November 7, 2024, by and between Primo Brands Corporation (the “Company”), Triton Water Parent Holdings, LP (the “Initial ORCP Stockholder” and together with its affiliates, the “ORCP Stockholders”) and the other parties joined thereto from time to time (the “Stockholders Agreement”), and the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), following the decrease in ownership of the Company’s Class A common stock held by the ORCP Stockholders, Allison Spector resigned from the Company’s Board of Directors (the “Board”), which resignation became effective upon acceptance by the Unaffiliated Directors (as defined in the Stockholders Agreement) of the Board on August 18, 2026. Ms. Spector’s resignation is not due to any disagreement with the Company on any matters relating to the Company’s operations, policies or practices.
In connection with such resignation, the Board reduced its size to ten directors, as agreed to by the Initial ORCP Stockholder pursuant to the Certificate of Incorporation.
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.
| Primo Brands Corporation | ||||||
| Date: August 20, 2026 | By: | /s/ Hih Song Kim | ||||
| Hih Song Kim | ||||||
| Chief Legal Officer and Corporate Secretary | ||||||