Home/Filings/4/0001193805-17-000533
4//SEC Filing

DEPOMED INC 4

Accession 0001193805-17-000533

CIK 0001005201operating

Filed

Mar 29, 8:00 PM ET

Accepted

Mar 30, 9:03 PM ET

Size

11.9 KB

Accession

0001193805-17-000533

Insider Transaction Report

Form 4
Period: 2017-03-28
Transactions
  • Award

    Stock Option

    2017-03-28+29,26829,268 total
    Exercise: $14.23Exp: 2027-03-28Common Stock, no par value (29,268 underlying)
Holdings
  • Common Stock, no par value

    (indirect: By Managed Account of Starboard Value LP)
    479,319
  • Forward Purchase Contract

    (indirect: By Starboard Value and Opportunity Master Fund Ltd)
    Exp: 2018-05-11Common Stock, no par value (194,730 underlying)
    1
  • Common Stock, no par value

    (indirect: By LLC)
    499,512
  • Common Stock, no par value

    (indirect: By Starboard Value and Opportunity C LP)
    277,452
  • Common Stock, no par value

    (indirect: By Starboard Value and Opportunity Master Fund Ltd)
    4,038,987
Footnotes (7)
  • [F1]The Reporting Person may be deemed to be a member of a "group" for purposes of the Securities Exchange Act of 1934, as amended, and as such, may be deemed to beneficially own the securities reported herein. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
  • [F2]Securities owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund").
  • [F3]Securities owned directly by Starboard Value and Opportunity S LLC.
  • [F4]Securities owned directly by Starboard Value and Opportunity C LP.
  • [F5]Securities held in a certain account managed by Starboard Value LP.
  • [F6]Starboard V&O Fund entered into forward purchase contracts with Morgan Stanley as the counterparty on November 8, 2016, providing for the purchase of an aggregate of 194,730 shares of Common Stock, having an aggregate purchase price of approximately $3,504,653 (the "Forward Contracts"). The Forward Contracts have a final valuation date of May 11, 2018, however, Starboard V&O Fund has the ability to elect early settlement after serving notice to Morgan Stanley of such intention at least 2 scheduled trading days in advance of the desired early final valuation date. The Forward Contracts provide for physical settlement. Until the settlement date, the Forward Contracts do not give Starboard V&O Fund voting and dispositive control over the shares to which such contracts relate.
  • [F7]These stock options are exercisable in 36 equal monthly installments.

Issuer

DEPOMED INC

CIK 0001005201

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001005201

Filing Metadata

Form type
4
Filed
Mar 29, 8:00 PM ET
Accepted
Mar 30, 9:03 PM ET
Size
11.9 KB