Business Context and Reporting Period
This Form 8-K Current Report, filed on March 16, 2026, by AptarGroup, Inc. (NYSE: ATR), discloses a significant leadership transition. The report details the retirement of the current President and Chief Executive Officer and the appointment of a successor effective September 1, 2026.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The financial data contained within this document is limited to executive compensation terms and specific transactional values related to the leadership change.
- New CEO Base Salary: $1,060,000 annually.
- New CEO Target Bonus: 120% of base salary.
- New CEO Long-Term Incentive (LTI): Target opportunity of no less than 500% of base salary.
- French DB Plan Contribution: Approximately €2,506,320 (subject to update) to replace forfeited rights.
- Retention Awards: $1.3 million grant date fair value each for the CFO and President of Aptar Closures.
Material Changes
The primary material change is the departure of Stephan Tanda as President and CEO and the appointment of Gael Touya to the role.
- Departure: Stephan Tanda notified the Board of his intention to retire as President and CEO effective September 1, 2026. He will remain as a Board member and serve as a strategic advisor through December 31, 2026.
- Appointment: Gael Touya, currently President of the Aptar Pharma segment, was appointed President and CEO effective September 1, 2026. He is expected to join the Board on the same date.
- Compensation Structure: New employment agreements were executed for both the incoming CEO and the retiring CEO, establishing specific severance, bonus, and equity terms.
Guidance, Outlook, and Risks
The filing contains no financial guidance, revenue outlook, or management commentary regarding future business performance. The document focuses exclusively on the terms of the executive transition.
Key Terms and Contingencies:
- Severance (Touya): Termination without "cause" triggers 1.5x base salary and bonus paid over 18 months. A "change in control" followed by termination triggers a lump sum of 3x salary and 3x average bonus.
- Transition (Tanda): Mr. Tanda will receive a 2026 target short-term incentive of 130% of base salary and an LTI target of 605% of base salary, contingent on employment through December 31, 2026.
- Retention: One-time restricted stock unit grants were issued to the CFO and President of Aptar Closures to ensure stability during the transition.
Investor Verification Checklist
- Verify the exact effective date of the CEO transition (September 1, 2026) and the interim strategic advisor role for the outgoing CEO.
- Review the full text of the Touya Employment Agreement (Exhibit 10.1) for specific definitions of "cause," "good reason," and "change in control."
- Confirm the final valuation of the French DB Plan contribution, as the filing notes it is subject to update for 2026 accruals and exchange rates.
- Monitor the vesting schedules for the $1.3 million retention awards granted to the CFO and President of Aptar Closures.
- Check subsequent filings for the formal appointment of Gael Touya to the Board of Directors.