Embecta Corp. — fact timeline

Embecta Corp. completed an acquisition involving Owen Mumford Holdings Limited for £100 million upfront cash plus up to £50 million milestone payments (closed 2026-05-15).

“Ellen Owen, Kim Priddis and Nancy Millington. Pursuant to the terms and conditions of the Purchase Agreement, embecta acquired Owen Mumford for an upfront cash payment of £100 million at closing (subject to customary adjustments, including for closing net cash) and will pay up to an additional £50 million upon the achievement of certain commercial milestones”

Embecta Corp. reported three and six month periods ended March 31, 2026 results: revenue $221.8 million, net income $(4.1) million, EPS $(0.07). Guidance lowered.

“debt reduction, consistent with our objective of long-term shareholder value creation." 1 Second Quarter Fiscal Year 2026 Financial Highlights : • Reported revenues of $221.8 million, down 14.4% on a reported basis; down 17.4% on an adjusted constant currency basis ◦ U.S. revenues decreased 29.4% on both a reported and adjusted constant currency basis ◦”

Embecta Corp. entered into a asset purchase with Owen Mumford Holdings Limited valued at up to £150 million (effective 2026-03-19).

“hat it has entered into a definitive agreement to acquire Owen Mumford Holdings Limited (“Owen Mumford”), a privately held, UK-based innovator and manufacturer of medical devices and drug-delivery technologies, in a transaction valued at up to £150 million.”

Jake Elguicze changed role as Principal Accounting Officer at Embecta Corp..

“Jake Elguicze stepped down as the Company’s principal accounting officer, effective December 2, 2024.”

Anthony Roth was appointed as Vice President, Chief Accounting Officer and Corporate Controller; principal accounting officer at Embecta Corp..

“appointed Anthony Roth as Vice President, Chief Accounting Officer and Corporate Controller of the Company and principal accounting officer of the Company, effective as of December 2, 2024.”

Embecta Corp. announced a impairment with charges of approximately $10 million - $15 million of additional pre-tax non-cash charges related to asset impairments and asset write-offs affecting patch pump program.

“Additionally, the Company estimates that it will incur approximately $10 million - $15 million of additional pre-tax non-cash charges related to asset impairments and asset write-offs.”

Embecta Corp. announced a restructuring with charges of approximately $25 million - $30 million in pre-tax cash-based charges affecting patch pump program.

“its plans to manufacture and commercialize the insulin delivery system, including the previous intended limited launch. The Company estimates that it will incur approximately $25 million - $30 million in pre-tax cash-based charges primarily associated with employee severance payments and benefits related to the workforce reduction. The Company also expects that”

Jake Elguicze changed role as Chief Financial Officer and interim principal accounting officer at Embecta Corp..

“Effective as of August 12, 2024, and until such time as a replacement is named, Jake Elguicze, the Chief Financial Officer of the Company (“CFO”) and principal financial officer of the Company (“PFO”), is expected to assume the role of PAO on an interim basis.”

Brian Capone resigned as Chief Accounting Officer and principal accounting officer at Embecta Corp..

“On August 7, 2024, Brian Capone notified Embecta Corp. (the “Company”) of his resignation as Chief Accounting Officer of the Company (“CAO”) and principal accounting officer of the Company (“PAO”), to be effective as of August 12, 2024, in order to pursue another opportunity.”

Embecta Corp. reported three and six month periods ended March 31, 2024 results: revenue $287.2 million, net income $28.9 million, EPS $0.50. Guidance raised.

“half of the year, we are raising and tightening our fiscal 2024 outlook for our key financial metrics." Second Quarter Fiscal Year 2024 Financial Highlights : • Revenues of $287.2 million, up 3.6% on a reported basis; up 4.5% on a constant currency basis ◦ U.S. revenues increased 0.8% on both a reported and constant currency basis ◦ International revenues”

Embecta Corp. amended "LSA Amendment" with Becton, Dickinson and Company (effective 2024-03-28).

“Embecta Corp. (“Embecta”) entered into (i) a second amendment (the “TSA Amendment”) to the Transition Services Agreement (as amended, the “TSA”), dated as of March 31, 2022 and previously amended as of July 1, 2022 by and between Embecta and Becton, Dickinson and Company (“BD"), and (ii) a second amendment (the “LSA Amendment”) to the Logistics Services Agreement (as amended, the “LSA”), dated January 1, 2022 and previously amended as of November 20, 2023, by and between Embecta and BD.”

Embecta Corp. amended "TSA Amendment" with Becton, Dickinson and Company (effective 2024-03-28).

“Embecta Corp. (“Embecta”) entered into (i) a second amendment (the “TSA Amendment”) to the Transition Services Agreement (as amended, the “TSA”), dated as of March 31, 2022 and previously amended as of July 1, 2022 by and between Embecta and Becton, Dickinson and Company (“BD"), and (ii) a second amendment (the “LSA Amendment”) to the Logistics Services Agreement (as amended, the “LSA”), dated January 1, 2022 and previously amended as of November 20, 2023, by and between Embecta and BD.”

Embecta Corp. reported the three month period ended December 31, 2023 (first quarter fiscal 2024) results: revenue $277.3 million, net income $20.1 million, EPS $0.35. Guidance raised.

“for the remainder of the year, we are raising our guidance for certain key financial reporting metrics." First Quarter Fiscal Year 2024 Financial Highlights : • Revenues of $277.3 million, up 0.6% on a reported basis; down 0.3% on a constant currency basis ◦ U.S. revenues decreased 0.5% on both a reported and constant currency basis ◦ International revenues”

Embecta Corp. shareholders approved The stockholders approved an amendment to the Embecta Corp. 2022 Employee and Director Equity-Based Compensation Plan by the votes set forth in the table below. at the 2024-02-07 meeting.

“Embecta Corp. (“embecta”) held its Annual Meeting of Stockholders on February 7, 2024 (the “2024 Annual Meeting”) . The final voting results for each of the matters submitted to a vote of stockholders at the 2024 Annual Meeting are as follows: Proposal No. 1 : All of the Board of Directors’ Class II nominees for director were elected to serve for a term of two years (until the 2026 annual meeting of stockholders), by the votes set forth in the table below. Nominee For Against Abstain Broker Non-Vote Dr. Milton M. Morris 46,537,216 89,283 42,161 5,070,312 Dr. Claire Pomeroy 45,921,180 706,169 41,311 5,070,312 Karen N. Prange 46,385,304 242,159 41,197 5,070,312 Proposal No. 2 : The appointment of Ernst & Young LLP as embecta’s independent registered public accounting firm for fiscal year 2024 was ratified by the stockholders by the votes set forth in the table below. For Against Abstain Broker Non-Votes 51,579,075 96,703 63,194 N/A Proposal No. 3 : The stockholders approved, on an adviso”

Embecta Corp. shareholders approved The stockholders approved, on an advisory, non-binding basis, the compensation of embecta’s named executive officers by the votes set forth in the table below. at the 2024-02-07 meeting.

“Embecta Corp. (“embecta”) held its Annual Meeting of Stockholders on February 7, 2024 (the “2024 Annual Meeting”) . The final voting results for each of the matters submitted to a vote of stockholders at the 2024 Annual Meeting are as follows: Proposal No. 1 : All of the Board of Directors’ Class II nominees for director were elected to serve for a term of two years (until the 2026 annual meeting of stockholders), by the votes set forth in the table below. Nominee For Against Abstain Broker Non-Vote Dr. Milton M. Morris 46,537,216 89,283 42,161 5,070,312 Dr. Claire Pomeroy 45,921,180 706,169 41,311 5,070,312 Karen N. Prange 46,385,304 242,159 41,197 5,070,312 Proposal No. 2 : The appointment of Ernst & Young LLP as embecta’s independent registered public accounting firm for fiscal year 2024 was ratified by the stockholders by the votes set forth in the table below. For Against Abstain Broker Non-Votes 51,579,075 96,703 63,194 N/A Proposal No. 3 : The stockholders approved, on an adviso”

Embecta Corp. shareholders approved The appointment of Ernst & Young LLP as embecta’s independent registered public accounting firm for fiscal year 2024 was ratified by the stockholders by the votes set forth in the table below. at the 2024-02-07 meeting.

“Embecta Corp. (“embecta”) held its Annual Meeting of Stockholders on February 7, 2024 (the “2024 Annual Meeting”) . The final voting results for each of the matters submitted to a vote of stockholders at the 2024 Annual Meeting are as follows: Proposal No. 1 : All of the Board of Directors’ Class II nominees for director were elected to serve for a term of two years (until the 2026 annual meeting of stockholders), by the votes set forth in the table below. Nominee For Against Abstain Broker Non-Vote Dr. Milton M. Morris 46,537,216 89,283 42,161 5,070,312 Dr. Claire Pomeroy 45,921,180 706,169 41,311 5,070,312 Karen N. Prange 46,385,304 242,159 41,197 5,070,312 Proposal No. 2 : The appointment of Ernst & Young LLP as embecta’s independent registered public accounting firm for fiscal year 2024 was ratified by the stockholders by the votes set forth in the table below. For Against Abstain Broker Non-Votes 51,579,075 96,703 63,194 N/A Proposal No. 3 : The stockholders approved, on an adviso”

Embecta Corp. shareholders approved All of the Board of Directors’ Class II nominees for director were elected to serve for a term of two years (until the 2026 annual meeting of stockholders), by the votes set forth in the table below. at the 2024-02-07 meeting.

“Embecta Corp. (“embecta”) held its Annual Meeting of Stockholders on February 7, 2024 (the “2024 Annual Meeting”) . The final voting results for each of the matters submitted to a vote of stockholders at the 2024 Annual Meeting are as follows: Proposal No. 1 : All of the Board of Directors’ Class II nominees for director were elected to serve for a term of two years (until the 2026 annual meeting of stockholders), by the votes set forth in the table below. Nominee For Against Abstain Broker Non-Vote Dr. Milton M. Morris 46,537,216 89,283 42,161 5,070,312 Dr. Claire Pomeroy 45,921,180 706,169 41,311 5,070,312 Karen N. Prange 46,385,304 242,159 41,197 5,070,312 Proposal No. 2 : The appointment of Ernst & Young LLP as embecta’s independent registered public accounting firm for fiscal year 2024 was ratified by the stockholders by the votes set forth in the table below. For Against Abstain Broker Non-Votes 51,579,075 96,703 63,194 N/A Proposal No. 3 : The stockholders approved, on an adviso”

Embecta Corp. updated its the quarter and fiscal year ended September 30, 2023 guidance (initiated).

“Embecta Corp. Reports Fiscal 2023 Fourth Quarter and Full Year Financial Results and Provides Initial Fiscal 2024 Financial Guidance”

Embecta Corp. reported Nine months ended June 30, 2023 results: revenue $838.9 million, net income $64.4 million, EPS $1.12.

“Nine Months Ended June 30 2023 Financial Highlights : • Revenues of $838.9 million”

Embecta Corp. reported Third Quarter Fiscal 2023 results: revenue $286.1 million, net income $15.2 million, EPS $0.26. Guidance raised.

“results for the nine-month periods ended June 30, 2023 and June 30, 2022 are not meaningfully comparable. Third Quarter Fiscal Year 2023 Financial Highlights : • Revenues of $286.1 million, down 1.7% on a reported basis; down 0.3% on a constant currency basis ◦ U.S. revenues decreased 2.6% on both a reported and constant currency basis ◦ International revenues”

Embecta Corp.: Amended and restated Bylaws to revise director nomination and proxy solicitation requirements, including compliance with Rule 14a-19, and incorporate ministerial clarifying changes (effective 2023-08-02).

“On August 2, 2023, the Board of Directors (the “Board”) of Embecta Corp. (the “Company”) amended and restated the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately.”

Ajay Kumar resigned as Chief Human Resources Officer at Embecta Corp..

“On June 29, 2023, Ajay Kumar, the Chief Human Resources Officer (“CHRO”) of Embecta Corp. (the “Company”), and the Company mutually agreed to Mr. Kumar’s resignation from his role as CHRO , effective July 16, 2023.”

Embecta Corp. reported second quarter fiscal 2023 results: revenue $277.1 million, net income $14.0 million, EPS $0.24. Guidance raised.

“for the three and six-month periods ended March 31, 2023 and March 31, 2022 are not meaningfully comparable. Second Quarter Fiscal Year 2023 Financial Highlights : • Revenues of $277.1 million, up 0.9% on a reported basis; up 4.0% on a constant currency basis ◦ U.S. revenues increased 3.6% on both a reported and constant currency basis ◦ International revenues”

Embecta Corp. reported the three month period ended December 31, 2022 results: revenue $275.7 million, net income $35.2 million, EPS $0.61. Guidance raised.

“for the three-month periods ended December 31, 2021 and December 31, 2022 are not meaningfully comparable. First Quarter Fiscal Year 2023 Financial Highlights : • Revenues of $275.7 million, down 4.7% on a reported basis; up 0.7% on a constant currency basis ◦ U.S. revenues decreased 1.1% on both a reported and constant currency basis ◦ International revenues”

Embecta Corp. shareholders approved Advisory vote on frequency of advisory votes on named executive officer compensation at the 2023-02-09 meeting.

“Proposal No. 4 : The stockholders approved, on an advisory, non-binding basis, annual advisory votes on named executive officer compensation by the votes set forth in the table below. Based on the results of this vote, embecta will hold advisory votes on named executive officer compensation on an annual basis. 1 year 2 years 3 years Abstain Broker Non-Votes 50,024,138 46,207 473,013 255,316 3,268,452”

Embecta Corp. shareholders approved Advisory approval of named executive officer compensation at the 2023-02-09 meeting.

“Proposal No. 3 : The stockholders approved, on an advisory, non-binding basis, the compensation of embecta’s named executive officers by the votes set forth in the table below. For Against Abstain Broker Non-Votes 49,015,194 1,711,764 71,716 3,268,452”

Embecta Corp. shareholders approved Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2023 at the 2023-02-09 meeting.

“Proposal No. 2 : The appointment of Ernst & Young LLP as embecta’s independent registered public accounting firm for fiscal year 2023 was ratified by the stockholders by the votes set forth in the table below. For Against Abstain Broker Non-Votes 53,579,516 415,397 72,213 N/A”

Embecta Corp. shareholders approved Election of Class I Directors at the 2023-02-09 meeting.

“Proposal No. 1 : All of the Board of Directors’ Class I nominees for director were elected to serve for a term of three years (until the 2026 annual meeting of stockholders), by the votes set forth in the table below. Nominee For Against Abstain Broker Non-Vote David J. Albritton 49,432,089 1,323,241 43,344 3,268,452 Carrie L. Anderson 49,429,774 1,327,314 41,586 3,268,452 Christopher R. Reidy 42,481,253 8,269,253 48,168 3,268,452”

Embecta Corp. reported the twelve months ended September 30, 2022 results: revenue $1,129.5 million, net income $223.6 million.

“Twelve Months Ended September 30 Fiscal Year 2022 Financial Highlights : • Revenues of $1,129.5 million, down 3.1% on a reported basis; down 0.5% on a constant currency basis”

Embecta Corp. reported the three months ended September 30, 2022 results: revenue $274.6 million, net income $(17.2) million.

“Fourth Quarter Fiscal Year 2022 Financial Highlights : • Revenues of $274.6 million, down 8.7% on a reported basis; down 4.2% on a constant currency basis”

Stephanie Kelly departed as Director at Embecta Corp..

“Gary DeFazio, Joseph LaSala and Stephanie Kelly, who had been serving as members of the Board as of immediately prior to the Effective Time, ceased to be directors of Embecta.”

Joseph LaSala departed as Director at Embecta Corp..

“Gary DeFazio, Joseph LaSala and Stephanie Kelly, who had been serving as members of the Board as of immediately prior to the Effective Time, ceased to be directors of Embecta.”

Gary DeFazio departed as Director at Embecta Corp..

“Gary DeFazio, Joseph LaSala and Stephanie Kelly, who had been serving as members of the Board as of immediately prior to the Effective Time, ceased to be directors of Embecta.”

David F. Melcher was appointed as Non-executive Chairman at Embecta Corp..

“David F. Melcher was appointed non-executive Chairman of the Board.”

Christopher R. Reidy was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Karen N. Prange was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Claire Pomeroy was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Milton M. Morris was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Robert J. Hombach was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Carrie L. Anderson was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

David J. Albritton was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

David F. Melcher was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Devdatt Kurdikar was appointed as Director at Embecta Corp..

“Each of Devdatt Kurdikar, David F. Melcher, David J. Albritton, Carrie L. Anderson, Robert J. Hombach, Milton M. Morris, Claire Pomeroy, Karen N. Prange and Christopher R. Reidy was appointed as a director of Embecta as of immediately prior to the Effective Time”

Jeff Mann was appointed as Senior Vice President, General Counsel, Head of Corporate Development, and Corporate Secretary at Embecta Corp..

“Jeff Mann Senior Vice President, General Counsel, Head of Corporate Development, and Corporate Secretary”

Ajay Kumar was appointed as Senior Vice President and Chief Human Resources Officer at Embecta Corp..

“Ajay Kumar Senior Vice President and Chief Human Resources Officer”

Shaun Curtis was appointed as Senior Vice President, Global Manufacturing and Supply Chain at Embecta Corp..

“Shaun Curtis Senior Vice President, Global Manufacturing and Supply Chain”

Brian Capone was appointed as Vice President, Chief Accounting Officer and Corporate Controller at Embecta Corp..

“Brian Capone Vice President, Chief Accounting Officer and Corporate Controller”

Jacob Elguicze was appointed as Senior Vice President and Chief Financial Officer at Embecta Corp..

“Jacob Elguicze Senior Vice President and Chief Financial Officer”

Devdatt Kurdikar was appointed as President and Chief Executive Officer at Embecta Corp..

“Devdatt Kurdikar President and Chief Executive Officer”

Robert J. Hombach was appointed as Director at Embecta Corp..

“Effective as of March 20, 2022, the Board of Directors (the “Board”) of Embecta Corp. (“Embecta”) increased the size of the Board from three to four directors and appointed Robert J. Hombach to fill the vacancy resulting from such increase.”