West Pharmaceutical Services : 2023 Proxy

More than a name

2023 Proxy Statement

CEO Letter

Dear Shareholders:

West continues to fulfill its mission of improving patient lives through the containment and delivery of injectable therapies-a mission that has guided our work for the past century and one that continues to be critical to the customers who rely upon our partnership and expertise to bring their innovative, new therapies to the patients that need them.

Our performance in 2022 was solid with an overall organic net sales growth of approximately 8% following the dynamic and accelerated growth of 2020 and 2021 generated by the COVID-19 pandemic. Now that the pandemic is under better control, we are seeing a return to our core baseline growth. We have continued with approximately $285 million in capital investments across our manufacturing network to meet the increased customer demand. I thank our team of more than 10,000 people across the globe that has delivered this sustained success during such a challenging period.

A highlight of 2022 was the initiation of our landmark collaboration with Corning to build the next generation of leading elastomer-glass containment system solutions. Together with the launch of the Daikyo CZ 2.25 mL insert needle syringe and the FDA approval of three drugs using our SmartDose® technology, these milestones demonstrate that West is continuing to invest and innovate to support our customers and the future needs of patients, setting the Company up for long-term growth.

I am proud to report that West has once again been recognized for our Environmental, Social and Governance ("ESG") business practices with a MSCI AA rating; a listing in Newsweek's Americas Most Responsible Companies for 2022; and a top 50 listing in Barron's Most Sustainable Companies. We have made tremendous strides across the six priority areas of our ESG strategy and newly defined performance indicators, which we will outline in detail in our annual ESG Report this spring.

As our Company grows, so does our team. We welcomed 600 new team members over the course of the year and added new senior leaders including a Chief Quality Officer and a New Global Head of Corporate Development. In addition, we elected an 11th member to the Board of Directors-Stephen H. Lockhart, M.D., Ph.D., a board-certified anesthesiologist and former Chief Medical Officer of Sutter Health, whose contributions have already proven indispensable.

As in years past, the Management team has worked together with the Board of Directors to ensure the performance of our team is reflected in their compensation and awards framework and is aligned with the business results we have delivered. The detailed pay-for-performance plans of our executives, which in the past have received more than 93 percent support from you, our shareholders, are detailed in this Proxy Statement.

As we celebrate 100 years in business, we know that the West name has come to mean so much to so many people. We realize that our products and pursuit of scientific innovations are critical to healthcare across the globe, which is why we are so committed to support patient health today and well into the future. I am grateful to all our shareholders who have been a part of West's journey so far and I thank you for your continued support of our Company.

Eric M. Green

President, Chief Executive Officer and Chair of the Board

West Pharmaceutical Services, Inc.

Notice of 2023 Annual Meeting

530 Herman O. West Drive

Exton, Pennsylvania 19341

March 15, 2023

The 2023 Annual Meeting of Shareholders of West Pharmaceutical Services, Inc. will be held by live webcast on:

Tuesday, April 25, 2023

9:30 AM, Eastern Daylight Time

To participate in the virtual Annual Meeting or to vote in that meeting, shareholders must enter the 16-digit digital control number found on their individualized proxy cards at the meeting specific website www.virtualshareholdermeeting.com/WST2023 on the day of the meeting. Online access to the webcast will open 15 minutes prior to the start of the meeting. We encourage you to log on early. Additionally, shareholders participating in the Annual Meeting via the webcast may submit questions through the virtual meeting platform by following the instructions described in this Proxy Statement and on the website.

The scheduled items of business are:

1. Election of nominees named in the Proxy Statement as directors, each for a term of one year or until their successor is appointed or elected
2. Consideration of an advisory vote to approve Named Executive Officer compensation
3. Ratification of the appointment of PricewaterhouseCoopers LLP ("PwC") as our independent registered public accounting firm for 2023
4. Consideration of an advisory vote on the frequency of an advisory vote on Executive Compensation
5. Shareholder proposal entitled "Fair Elections"

We will also transact such other business as may properly come before the meeting and any adjournments or postponements thereof.

Shareholders of record of West common stock at the close of business on March 3, 2023 are entitled to notice of, and to vote at, the meeting and any postponements or adjournments thereof.

Kimberly B. MacKay

Sr. Vice President, General Counsel

and Corporate Secretary

Important Notice Regarding the Internet Availability of Proxy Materials for the Shareholder Meeting on April 25, 2023

This Notice of Annual Meeting and Proxy Statement ("Notice") and the 2022 Annual Report on Form 10-K ("2022 Annual Report") are available on our website at:

www.westpharma.com/investors

Your Vote is Important

Please vote as promptly as possible electronically via the Internet or by completing, signing, dating and returning the proxy card or voting instruction card.

Table of Contents

Proxy Summary	1
Election of Directors	7
Director Nominations, Skills and Criteria	7
Board Commitment to Diversity and Inclusion	9
Board Refreshment and Retirement Age	9
Board Evaluation Process	10
Proposal 1-Election of Directors	11
Director Nominee Biographies	12
Board and Director Information and Policies	23
Board Leadership Structure	23
Chair of the Board of Directors	24
Lead Independent Director	24
Committees	25
The Board's Role in Risk Oversight	28
Executive Officer Succession Planning	30
CEO Evaluation Process	30
Environmental, Social and Governance Responsibilities	31
Human Capital Management	33
2022 Shareholder Engagement	33
Communicating with the Board	33
Director Education and Onboarding	34
Corporate Governance Documents and Policies	35
Corporate Governance Principles	35
Ethics and Code of Conduct	36
Director Independence	36
Related Person Transactions and Procedures	36
Political Contributions and Lobbying	37
Anti-Hedging and Pledging Policies	37
Share Ownership Goals	37
Stock Ownership	38
Director Compensation	40
2022 Non-Employee Director Compensation	40
Director Deferred Compensation Plan	42
Compensation Committee Report	43
Compensation Discussion and Analysis	44
Executive Summary: 2022 Performance at a Glance	44
Governance and Compensation	45
Say-on-Pay	46
Executive Compensation Program Design	47
Factors Used in the Compensation Process	49
Business Segment Group	51
Impact of Business Results on our 2021 Incentive Plans	52
Incentive Compensation: Important Facts about Our Incentive Targets	53
Our Annual Incentive Compensation	54
Financial Measures and Adjustments	55
2022 Consolidated Performance	55
Our Long-Term Equity Incentive Compensation	56
2022 Compensation Decisions	57
Other Compensation Practices	63
Compensation Tables	65
2022 Summary Compensation	65
2022 Grant of Plan-Based Awards	68
Outstanding Equity Awards at Year-End 2022	69
2022 Option Exercises and Stock Vested	70
2022 Pension Benefits	71
2022 Nonqualified Deferred Compensation	72
Payments on Disability	73

Payments on Death	73
Estimated Payments Following Termination	73
Estimated Additional Severance Payments	74
Payments on Termination in Connection with a Change-in-Control	75
CEO Pay Ratio	78
Pay Versus Performance	79
Proposal 2-Advisory Vote to Approve Named Executive Officer Compensation	83
Independent Auditors and Fees	84
Audit Committee Report	85
Proposal 3-Ratification of the Appointment of PricewaterhouseCoopers LLP	86
Proposal 4-Advisory Vote on the Frequency of an Advisory Vote on Executive Compensation	87
Proposal 5-Shareholder Proposal entitled "Fair Elections"	88
Voting and Other Information	92

PROXY SUMMARY

Proxy Summary

Below is a summary of important information you will find in this Proxy Statement. This summary does not contain all the information that you should consider, and you should read the entire Proxy Statement carefully before voting.

Summary of Shareholder Voting Matters

Our Board of Directors is soliciting your vote on matters that will be presented at our 2023 Annual Meeting of Shareholders and at any adjournment or postponement thereof. This Proxy Statement contains information to assist you in voting your shares.

The Notice, the accompanying proxy card or voting instruction card and our 2022 Annual Report, including our annual report wrap, are being mailed starting on or about March 15, 2023.

			Recommended
Proposal 1: Election of Directors	Page 11	✔ FOR
Mark A. Buthman	Deborah L. V. Keller		Each Nominee
William F. Feehery	Myla P. Lai-Goldman
Robert F. Friel	Stephen H. Lockhart
Eric M. Green	Douglas A. Michels
Thomas W. Hofmann	Paolo Pucci
Molly E. Joseph
Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation	Page 83	✔ FOR
Proposal 3: Ratification of the Appointment of PricewaterhouseCoopers LLP as our	Page 86	✔ FOR
Independent Registered Public Accounting Firm for 2023
Proposal 4: Advisory vote on the Frequency of an Advisory Vote on Executive	Page 87	✔ FOR Every One
Compensation			Year
Proposal 5: Shareholder Proposal entitled "Fair Elections"	Page 88	X AGAINST

2022 Business Highlights*

Our market-led focus, global operations and One West philosophy continued to be the foundations of our Company's 2022 success in both net sales growth and operating cash flow. We continue to see favorable trends in the pharmaceutical and biotech industries that are expected to enable the Company to fulfill our long-term growth strategy, including:

• • Biotechnology continues to emerge as a promising source of therapies and products for patient care, requiring specialized packaging and delivery solutions due to the sensitive nature of these large molecules. We continue to have a high participation rate in providing primary containment components for approved new molecular entities, especially large-molecule injectable drugs.
• Certain forward-looking statements are included in this Proxy Statement. They use such words as "will," "continue," "estimate," "expect," "looking to the future," and other similar terminology. These statements reflect Management's current expectations regarding future events and operating performance and speak only as of the date of this document. These statements are based on Management's beliefs and assumptions, current expectations, estimates, and forecasts. There are many factors that can influence the Company's future results that are beyond the ability of the Company to control or predict. Because of these known or unknown risks or uncertainties, actual results could differ materially from past results and those expressed or implied in any forward-looking statement. For a description of factors that could cause the Company's future results to differ from those expressed in any such forward-looking statements, see Item 1A, entitled "Risk Factors," in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, and as revised or supplemented by our quarterly reports on Form 10-Q or Form 8-K. Except as required by law or regulation, we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

2023 Annual Meeting and Proxy Statement | 1

PROXY SUMMARY

• The regulatory landscape continues to evolve as global regulatory bodies are updating guidance on the manner in which newer, self-administered combination products are reviewed and approved for sale with increased attention on quality and documentation that are required.
• Continued research of subcutaneous administration, as an alternative to intravenous administration, prompted by its cost-effectiveness and increased patient adherence, fuels more opportunities to develop self-administration technology that places easy-to-use delivery systems in the hands of patients.

Each year, we have seen growing interest and demand for our high value product offerings, delivery device platforms and our services. Customers are also coming to West for our scientific expertise and insight into the regulatory landscape that governs our industry. This demand has translated into positive results for the business. In 2022, we reported:

NET SALES BY

GEOGRAPHIC

LOCATION

NET SALES BY

PRODUCT

CATEGORY

PROXY SUMMARY

NET SALES BY

MARKET

GROUP

• Full-year2022 net sales of $2.887 billion, a 2.0% increase; organic net sales growth of 7.7%; currency translation decreased net sales growth by 570-basis points
• Full-year2022 reported-diluted EPS of $7.73, a decrease of 10.8%, and full-year 2022 adjusted-diluted EPS of $8.58 remained unchanged from the prior year
• Full-year2022 operating profit margin of 25.4%, a decrease of 4.5%, and full-year 2022 adjusted operating profit margin of 26.4%, a decrease of 1.9%
• Full-year2022 operating cash flow was $724.0 million, an increase of 24.0%; capital expenditures were
  $284.6 million, compared to $253.4 million over the same period last year, and represented 9.9% of full-year 2022 net sales; free cash flow (operating cash flow minus capital expenditures) was $439.4 million, an increase of 32.9%

Long-Term Shareholder Return

Examining our results over the past five years, West has consistently delivered against its objectives, posting long-term sales growth and EPS improvements. The Company has also outperformed both the S&P 500 Index and S&P 500 Health Care Index in Total Shareholder Return ("TSR") during this same period.

48%	Americas	55%	High-Value Components	41%	Biologics
43%	Europe, Middle East, Africa	23%	Standard Packaging	18%	Generics
9% Asia Pacific	5%	High-Value Delivery Devices	24%	Pharma
		17%	Contract-Manufactured Products3	17%	Contract-Manufactured Products3

1. Please refer to our 2022 Form 10K, February 16, 2023 Earnings Release on Form 8-K and prior year earnings releases for the reconciliation of Non-U.S. GAAP financial measures.
2. Sources: IR Insight
3. Non-proprietaryproducts

CONSTANT CURRENCY	$2.89
CAGR 15.5%

				BILLION
REPORTED
CAGR 13.9%
$1.72
BILLION
2018	2019	2020	2021	2022

ADJUSTED DILUTED EPS

CAGR 32.2%

				$8.58
$2.81
2018	2019	2020	2021	2022

600%

NYSE: WST

500%	S&P 500
	S&P 500 Health Care Index
400%
300%
200%

100%

2017

2018

2019

2020

2021

2022

NET SALES

ADJUSTED DILUTED EPS1	COMPARISON OF CUMULATIVE
(NON-U.S. GAAP)	FIVE-YEAR TOTAL RETURN2
	(DEC.31, 2017 - DEC. 31, 2022)

2 | 2023 Annual Meeting and Proxy Statement

2023 Annual Meeting and Proxy Statement | 3