Amendments to Articles of Incorporation or

On March 1, 2017, the shareholders of Mallinckrodt plc (the Company) approved amendments to the Companys Memorandum of Association and Articles of Association at the Companys 2017 Annual General Meeting of the Shareholders (the Annual General Meeting). The amendments to the Memorandum of Association make some administrative updates for the relevant new statutory section numbering and terms of the Companies Act 2014 (the Act), which took effect for Irish companies on June 1, 2015, and the amendments to the Articles of Association make corresponding administrative updates to the Articles of Association and to opt out of certain provisions of the Act because those provisions were already covered in the Articles of Association or were not applicable to the Company.

Each of the foregoing amendments to the Memorandum of Association and Articles of Association are described and disclosed in the Companys Proxy Statement filed with the SEC on January 18, 2017 on pages 58-59 and Appendix A thereto and the foregoing description is qualified in its entirety by reference to the complete text of the Amended and Restated Constitution and Articles of Association of the Company, which is attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 5.07Submission of Matters to a Vote of Security Holders.

At the Companys Annual General Meeting on March 1, 2017, the shareholders:

elected all nine of the Companys nominees for director;

approved, in a non-binding vote, the appointment of Deloitte & Touche LLP to serve as the Companys independent auditors for the transition period from October 1, 2016 to December 30, 2016 (the Transition Period) and for the fiscal year ending December 29, 2017 and authorized, in a binding vote, the Audit Committee to set the auditors remuneration;

approved, in a non-binding advisory vote, the compensation of the Companys named executive officers described in the proxy statement;

authorized the Company and/or any subsidiary of the Company to make market purchases or overseas market purchases of the Companys shares;

authorized the price range at which the Company can re-allot shares it holds as treasury shares (Special Resolution);

approved amendments to the Companys Memorandum of Association to make certain administrative amendments (Special Resolution);

approved amendments to the Companys Articles of Association to make certain administrative amendments (Special Resolution); and

approved the reduction of the Companys capital (Special Resolution).

The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:

Proposal 1.

To re-elect nine (9) directors to hold office until the Companys next Annual General Meeting of Shareholders:

Nominees

For

Against

Abstain

Broker

Non-Votes

Melvin D. Booth

72,669,277

138,390

153,593

12,099,755

David R. Carlucci

72,569,716

240,976

150,568

12,099,755

J. Martin Carroll

72,352,429

456,342

152,489

12,099,755

Diane H. Gulyas

72,473,877

339,347

148,036

12,099,755

JoAnn A. Reed

72,684,749

121,401

155,110

12,099,755

Angus C. Russell

72,356,021

455,968

149,271

12,099,755

Mark C. Trudeau

72,656,602

164,243

140,415

12,099,755

Kneeland C. Youngblood, M.D.

72,680,122

128,219

152,919

12,099,755

Joseph A. Zaccagnino

72,674,483

137,073

149,704

12,099,755

Proposal 2.

To approve, in a non-binding vote, the appointment of Deloitte & Touche LLP as the independent auditors of the Company for the Transition Period and for the fiscal year ending December 29, 2017 and to authorize, in a binding vote, the Audit Committee of the Board of Directors to set the auditors remuneration:

For:

Against:

Abstain:

Broker Non-Votes:

84,196,252

698,903

165,860

0

Proposal 3.

To approve, in a non-binding advisory vote, the compensation of the Companys named executive officers described in the proxy statement:

For:

Against:

Abstain:

Broker Non-Votes:

69,495,115

3,376,901

89,244

12,099,755

Proposal 4.

To authorize the Company and/or any subsidiary of the Company to make market purchases or overseas market purchases of Company shares:

For:

Against:

Abstain:

Broker Non-Votes:

83,963,188

289,647

808,180

0

Proposal 5.

To authorize, via special resolution, the price range at which the Company can re-allot shares that it holds as treasury shares:

For:

Against:

Abstain:

Broker Non-Votes:

83,635,030

534,562

891,423

0

Proposal 6a.

To approve, via special resolution, amendments to the Companys Memorandum of Association to make certain administrative amendments:

For:

Against:

Abstain:

Broker Non-Votes:

83,594,592

484,365

982,058

0

Proposal 6b.

To approve, via special resolution, amendments to the Companys Articles of Association to make certain administrative amendments:

For:

Against:

Abstain:

Broker Non-Votes:

83,590,039

499,264

971,712

0

Proposal 7.

To approve, via special resolution, the reduction of the Companys capital:

For:

Against:

Abstain:

Broker Non-Votes:

83,474,455

694,195

892,365

0

Item 9.01Exhibits.

(d) Exhibits

Exhibit No.

Description

3.1

Amended and Restated Constitution and Articles of Association of Mallinckrodt plc.

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.

MALLINCKRODT PUBLIC LIMITED COMPANY

Date:

March 1, 2017

By:

/s/ Kenneth L. Wagner

Kenneth L. Wagner

Vice President and Corporate Secretary

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