Supplement to Proxy Statement
Catalent, Inc.
14 Schoolhouse
Road
Somerset, NJ 08873
This Supplement to
Proxy Statement supplements and amends the definitive proxy statement on Schedule 14A filed by Catalent, Inc. (the Company) with the Securities and Exchange Commission on September 17, 2021 (the Proxy Statement).
The Company has determined that the amount reported in the All Other Compensation and Total columns of the Summary Compensation Table
on page 51 of the Proxy Statement (the Summary Compensation Table) with respect to fiscal 2021 for Alessandro Maselli, the Companys President and Chief Operating Officer, inadvertently failed to reflect as an offset to the tax
equalization benefits included therein the $502,709 in taxes paid by Mr. Maselli to the Company in respect of his hypothetical withholding obligation. This offset was also not reflected in footnote (6) to the Summary Compensation Table on
page 52 (the SCT Footnote) and in the All Other Compensation and Total Compensation columns of the 2021 Executive Compensation Highlights table (the Highlights Table) on page 2.
Accordingly, after including this amount, the amounts for the All Other Compensation and Total columns of the Summary Compensation
Table for fiscal 2021 for Mr. Maselli should be $1,866,588 and $4,559,730, respectively; the amounts for the Relocation Allowances & Benefits and Total columns table in the SCT Footnote should be $1,778,982 and
$1,866,588, respectively; the amount of aggregate tax equalization benefits and accompanying tax gross-ups paid by the Company in Mr. Masellis favor for fiscal 2021 as shown in footnote D to the
table in the SCT Footnote should be $1,507,213; and the amounts for the All Other Compensation and Total Compensation columns of the Highlights Table for Mr. Maselli should be $1,866,588 and $4,559,730, respectively.
This supplemental information should be read together with the Proxy Statement, which should be read in its entirety. From and after the date of this
supplement, any references to the Proxy Statement are to the Proxy Statement as amended hereby. If you have already voted, you do not need to vote again unless you would like to change or revoke your prior vote on any proposal. If you
would like to change or revoke your prior vote on any proposal, please refer to the Proxy Statement for instructions on how to do so.
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
ANNUAL MEETING TO BE HELD ON OCTOBER 28, 2021:
The Proxy Statement (including this supplement) and 2021 Annual Report to Shareholders are available at
http://www.proxyvote.com