4//SEC Filing
AVADEL PHARMACEUTICALS PLC 4
Accession 0001144204-17-000131
$AVDLCIK 0001012477operating
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 2:51 PM ET
Size
19.5 KB
Accession
0001144204-17-000131
Insider Transaction Report
Form 4
ANDERSON MICHAEL S
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2016-12-31−200,000→ 0 totalExercise: $16.30Exp: 2024-12-11→ ADSs (200,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2016-12-31−275,000→ 0 totalExercise: $6.93Exp: 2022-03-08→ ADSs (275,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2016-12-31−80,500→ 0 totalExercise: $4.07Exp: 2023-02-01→ ADSs (80,500 underlying) - Disposition to Issuer
ADSs
2016-12-31−223,250→ 0 total
Footnotes (9)
- [F1]The issuer's "ADSs" are American Depositary Shares, with each ADS representing one ordinary share, nominal value 0.122 Euros per share, of the issuer; ADSs are represented by American Depositary Receipts.
- [F2]On 12/31/16, Flamel Technologies S.A. ("Flamel") merged with and into Avadel Pharmaceuticals plc ("Avadel"). As a result of the Merger, Flamel's outstanding ordinary shares were cancelled and exchanged on a 1-for-1 basis for newly issued ordinary shares of Avadel, and all outstanding American Depositary Shares (ADSs) representing Flamel ordinary shares were cancelled and exchanged on a 1-for-1 basis for ADSs representing Avadel ordinary shares. The reporting person is filing this Form 4 solely to report dispositions of Flamel securities as a result of the Merger. The reporting person will also file a Form 3 to reflect his or her new status as a director and/or executive officer of Avadel, and a new Form 4 evidencing his or her acquisition of the same number and type of securities of Avadel in the Merger. The reporting person made no market sales or purchases in connection with the dispositions reported in this Form 4 or the acquisitions to be reported in the new Form 4.
- [F3]Includes (a) 50,000 restricted ADSs granted under the issuer's "Free Share" award program on 12/11/2014, all of which will be issued to the reporting person on the fourth anniversary of the grant date, provided that the reporting person continues to be employed by the issuer or an affiliate thereof on the second anniversary of the grant date; (b) 50,000 restricted ADSs granted under the issuer's "Free Share" award program on 8/10/2016, all of which will be issued to the reporting person on the second anniversary of the grant date; and (c) 30,000 restricted ADSs granted under the issuer's "Free Share" award program on 12/14/2016, all of which will be issued to the reporting person on the second anniversary of the grant date.
- [F4]Flamel Ordinary Shares and Flamel ADSs were exchanged in the Merger for an equal number of Avadel Ordinary Shares and Avadel ADSs (as applicable), respectively.
- [F5]Options became exercisable in four equal amounts over the first four anniversaries after the 03/08/2012 grant date.
- [F6]Options become exercisable as to 20,125 ADSs on each of the first four anniversaries after the 02/01/2013 grant date.
- [F7]Options become exercisable as to 50,000 ADSs on each of the first four anniversaries after the 12/11/2014 grant date.
- [F8]Options become exercisable as to 50,000 ADSs on each of the first four anniversaries after the 12/10/2015 grant date.
- [F9]Options become exercisable as to 50,000 ADSs on each of the first four anniversaries after the 12/14/2016 grant date.
Documents
Issuer
AVADEL PHARMACEUTICALS PLC
CIK 0001012477
Entity typeoperating
Related Parties
1- filerCIK 0001012477
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 2:51 PM ET
- Size
- 19.5 KB