ALLERGAN INC 4
4 · ALLERGAN INC · Filed Mar 19, 2015
Insider Transaction Report
Form 4
ALLERGAN INCAGN
PYOTT DAVID E I
DirectorChairman and CEO
Transactions
- Gift
Common Stock
2015-02-12−114,548→ 114,548 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2015-03-17−165,658.141→ 0 total - Disposition to Issuer
Common Stock
2015-03-17−2,180.28→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2015-03-17−2,896.936→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2015-03-17−114,548→ 0 total(indirect: By Trust) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−386,800→ 0 total(indirect: By Trust)Exercise: $58.55Exp: 2017-02-02→ Common Stock (386,800 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−410,000→ 0 total(indirect: By Trust)Exercise: $64.47Exp: 2018-02-14→ Common Stock (410,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−375,000→ 0 total(indirect: By Trust)Exercise: $75.58Exp: 2021-02-17→ Common Stock (375,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−312,000→ 0 total(indirect: By Trust)Exercise: $87.91Exp: 2022-02-17→ Common Stock (312,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−533,000→ 0 total(indirect: By Trust)Exercise: $40.16Exp: 2019-02-20→ Common Stock (533,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−422,400→ 0 total(indirect: By Trust)Exercise: $59.13Exp: 2020-02-22→ Common Stock (422,400 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−303,000→ 0 total(indirect: By Trust)Exercise: $105.87Exp: 2023-02-21→ Common Stock (303,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2015-03-17−257,756→ 0 total(indirect: By Trust)Exercise: $125.07Exp: 2024-02-21→ Common Stock (257,756 underlying)
Footnotes (5)
- [F1]Pursuant to that certain Agreement and Plan of Merger dated November 16, 2014, (the "Merger Agreement") by and among the Issuer, Actavis, Plc ("Actavis) and a wholly-owned subsidiary of Actavis, the Issuer became an indirect wholly-owned subsidiary of Actavis upon consummation of the merger (the "Effective Date"). Each share of common stock was disposed of in exchange for $129.22 cash plus 0.3683 of an Actavis ordinary share, having a market value of $307.51 per share on the Effective Date.
- [F2]Includes 165,000 performance-based restricted stock units ("RSUs") previously reported on Form 4 filed on February 22, 2012. The RSUs vested in full on the Effective date pursuant to the terms of the Merger Agreement.
- [F3]Includes shares acquired under the Allergan, Inc. Dividend Reinvestment Plan.
- [F4]The option was previously reported as covering 193,400 shares at an exercise price of $117.10. The shares reported herein reflect a two-for-one stock split effected by the Issuer on June 22, 2007.
- [F5]Each option vested in full on the Effective Date and was cancelled in exchange for a cash payment equal to the number of shares subject to the option immediately prior to the merger, multiplied by the difference between (i) 0.3683 times $294.1509 (which represents the 10-day volume weighted average price of Actavis stock starting on the 11th trading day prior to the closing) plus $129.22 and (ii) the exercise price of the option, subject to the applicable withholding taxes and pursuant to the procedures set forth in the Merger Agreement.