Primo Brands Corp-A美国存托股招股说明书(2025-05-21版)

this prospectus supplement updates or supersedes the information contained in the Prospectus. Capitalized terms used in this prospectus supplement andnot otherwise defined herein have the meanings specified in the Prospectus. Please keep this prospectus supplement with your Prospectus for future of our ClassA common stock on the NYSE was $32.40.Investing in our securities involves certain risks. See the section entitled “Risk Factors” beginning on page 6 of the Prospectus and under Neither the SEC nor any state securities commission nor any other regulatory body has approved or disapproved of these securities orpassed upon the accuracy or adequacy of this prospectus supplement or the Prospectus. Any representation to the contrary is a criminal FORM8-K Pursuant to Section 13 or 15(d)of the Securities Exchange Act of 1934 Primo Brands Corporation (Exact name of registrant as specified in its charter) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b))Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c))Securities registered pursuant to Section 12(b) of the Act:Title of each classTradingSymbolClass A common stock, $0.01 par value per sharePRMB chapter) or Rule12b-2of the Securities Exchange Act of 1934(§240.12b-2of this chapter). Incorporation”), following the decrease in ownership of the Company’s ClassA common stock held by the ORCP Stockholders, each of Kurtis Barkerand Allison Spector resigned from the Company’s Board of Directors (the “Board”), which became effective upon acceptance by the UnaffiliatedDirectors (as defined in the Stockholders Agreement) of the Board on May21, 2025. Neither Kurtis Barker’s nor Allison Spector’s resignation is the