**Board of Directors Update:** As of the Effective Time of the merger on December 18, 2024, the board of directors of Catalent, Inc. was reconstituted. The previous board members, including Michael J. Barber, Steven K. Barg, J. Martin Carroll, Rolf Classon, Frank A. D’Amelio, John J. Greisch, Gregory T. Lucier, Alessandro Maselli, Donald E. Morel, Jr., Stephanie Okey, Michelle R. Ryan, and Jack Stahl, ceased to be directors. The new board consists of Alessandro Maselli and John J. Greisch  **[0001193125-24-280922_d902883d8k.htm:7]** .

Board Change

Alessandro Maselli will remain as the President and Chief Executive Officer of Catalent following its acquisition by Novo Holdings, which was completed on December 18, 2024. This acquisition marks a significant milestone for Catalent as it transitions to private ownership under Novo Holdings  **[0001193125-24-280922_d902883dex991.htm:0]** .

CEO Change

**Leaving**: All previous board members, including Michael J. Barber, Steven K. Barg, J. Martin Carroll, Rolf Classon, Frank A. D’Amelio, John J. Greisch, Gregory T. Lucier, Alessandro Maselli, Donald E. Morel, Jr., Stephanie Okey, Michelle R. Ryan, and Jack Stahl, have ceased to be directors due to the merger  **[0001193125-24-280922_d902883d8k.htm:7]** .

**Stepping Up**: Alessandro Maselli remains as President and CEO, and John J. Greisch continues on the board  **[0001193125-24-280922_d902883d8k.htm:7]** .

**Reason**: The changes are due to the completion of a merger with Novo Holdings, which acquired Catalent  **[0001193125-24-280922_d902883dex991.htm:0]** .

Leadership Change

**Novo Holdings Completes Acquisition of Catalent**

On December 18, 2024, Novo Holdings A/S completed the acquisition of Catalent, Inc., a leading global contract development and manufacturing organization (CDMO) in the pharmaceutical and biotech industry. The transaction was an all-cash deal valued at approximately $16.5 billion. As a result of the acquisition, Catalent's common stock has ceased trading and will be delisted from the New York Stock Exchange  **[0001193125-24-280922_d902883d8k.htm:1]** **[0001193125-24-280922_d902883dex991.htm:0]** .

**Transaction Details**

- **Merger Structure**: Catalent became a wholly owned subsidiary of Creek Parent, Inc., a subsidiary of Novo Holdings. The merger involved Creek Merger Sub, Inc. merging with and into Catalent, with Catalent surviving the merger  **[0001193125-24-280922_d902883d8k.htm:1]** .
- **Merger Consideration**: Shareholders of Catalent received $63.50 per share in cash, representing a 47.5% premium over the 60-day volume-weighted average price as of February 2, 2024  **[0001193125-24-280922_d902883dex991.htm:0]** .
- **Asset Disposition**: Shortly after the merger, Novo Nordisk A/S will acquire Catalent's three fill-finish sites located in Anagni, Italy; Bloomington, Indiana, USA; and Brussels, Belgium, along with related assets from Novo Holdings  **[0001193125-24-280922_d902883d8k.htm:1]** **[0001193125-24-280922_d902883dex991.htm:0]** .

**Potential Effects on Financials and Operations**

- **Financial Impact**: The acquisition is expected to strengthen Catalent's position as a global service provider under private ownership, potentially enhancing its financial stability and operational capabilities with the backing of Novo Holdings  **[0001193125-24-280922_d902883dex991.htm:0]** .
- **Operational Changes**: The acquisition may lead to strategic realignments and investments in Catalent's operations, leveraging Novo Holdings' resources to drive growth and innovation in product development and supply solutions for the pharmaceutical and biotech sectors  **[0001193125-24-280922_d902883dex991.htm:0]** .

**Leadership and Future Outlook**

Alessandro Maselli will continue as President and CEO of Catalent, emphasizing the company's commitment to delivering exceptional outcomes for its customers and stakeholders. Novo Holdings aims to support Catalent in building on its momentum and positioning the company for future growth  **[0001193125-24-280922_d902883dex991.htm:0]** .

This acquisition marks a significant milestone for Catalent, aligning with Novo Holdings' mission to invest in life sciences for the benefit of people and the planet  **[0001193125-24-280922_d902883dex991.htm:0]** .

Strategic Assets

**Catalent, Inc. (CTLT)** has changed its independent registered public accounting firm. On **February 27, 2024**, the Audit Committee approved the appointment of **Grant Thornton LLP** as the new auditor for the fiscal year ending June 30, 2024. This decision followed a competitive selection process. Consequently, **Ernst & Young LLP** ceased to be the company's auditor effective the same date  **[0001193125-24-055934_d798413d8k.htm:1]** **[0001193125-24-055934_d798413d8k.htm:2]** .

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