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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): May 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. 1100 Stamford Connecticut 06901
(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 class Trading Symbol(s) Name of each exchange on which registered
Common Stock, no par value PM New York Stock Exchange
0.125% Notes due 2026 PM26B New York Stock Exchange
3.125% Notes due 2027 PM27 New York Stock Exchange
3.125% Notes due 2028 PM28 New York Stock Exchange
2.875% Notes due 2029 PM29 New York Stock Exchange
3.375% Notes due 2029 PM29A New York Stock Exchange
2.750% Notes due 2029 PM29D New York Stock Exchange
3.750% Notes due 2031 PM31B New York Stock Exchange
0.800% Notes due 2031 PM31 New York Stock Exchange
3.250% Notes due 2032 PM32 New York Stock Exchange
3.125% Notes due 2033 PM33 New York Stock Exchange
2.000% Notes due 2036 PM36 New York Stock Exchange
1.875% Notes due 2037 PM37A New York Stock Exchange
6.375% Notes due 2038 PM38 New York Stock Exchange
1.450% Notes due 2039 PM39 New York Stock Exchange
4.375% Notes due 2041 PM41 New York Stock Exchange
4.500% Notes due 2042 PM42 New York Stock Exchange
3.875% Notes due 2042 PM42A New York Stock Exchange
4.125% Notes due 2043 PM43 New York Stock Exchange
4.875% Notes due 2043 PM43A New York Stock Exchange
4.250% Notes due 2044 PM44 New 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 5.07. Submission of Matters to a Vote of Security Holders.
On May 6, 2026, Philip Morris International Inc. (the “Company”) held its Annual Meeting of Shareholders (“Annual Meeting”). On the record date of March 13, 2026, there were 1,558,530,268 shares of common stock issued and outstanding. At the Annual Meeting a quorum of 1,262,402,035 shares of common stock was represented in person or by proxy. The matters voted upon at the Annual Meeting and the results of such voting are set forth below:

Proposal 1: Election of Directors of the Company.


Name For Against Abstain Broker Non-Vote
Brant Bonin Bough 1,101,901,996 4,199,493 996,228 155,304,318
André Calantzopoulos 1,085,982,101 20,187,871 927,745 155,304,318
Michel Combes 1,095,772,317 10,340,503 984,897 155,304,318
Werner Geissler 1,070,423,719 35,697,712 976,286 155,304,318
Victoria Harker 1,102,558,973 3,583,350 955,394 155,304,318
Lisa A. Hook 1,078,481,710 27,646,389 969,618 155,304,318
Kalpana Morparia 1,039,435,906 66,654,668 1,007,143 155,304,318
Jacek Olczak 1,099,128,297 7,015,968 953,452 155,304,318
Robert B. Polet 1,073,486,083 32,632,945 978,689 155,304,318
Shlomo Yanai 1,094,723,616 11,329,902 1,044,199 155,304,318

All director nominees were duly elected.


Proposal 2: Advisory Vote Approving Executive Compensation.

For Against Abstain Broker Non-Vote
1,058,797,023 45,216,691 3,084,003 155,304,318

The proposal was approved on an advisory basis.


Proposal 3: Ratification of the Selection of PricewaterhouseCoopers SA as Independent Auditors for the fiscal year ending December 31, 2026.

For Against Abstain
1,251,525,309 9,376,645 1,500,081

The proposal was approved.


Proposal 4: Shareholder Proposal to Issue a Report on Filter Cleanup Costs and Extended Producer Responsibility Laws for Filters.

For Against Abstain Broker Non-Vote
51,045,096 1,044,989,103 11,063,518 155,304,318

The proposal was defeated.


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: May 8, 2026