4//SEC Filing
ENDO HEALTH SOLUTIONS INC. 4
Accession 0001209191-14-015864
CIK 0001100962operating
Filed
Mar 2, 7:00 PM ET
Accepted
Mar 3, 4:38 PM ET
Size
20.1 KB
Accession
0001209191-14-015864
Insider Transaction Report
Form 4
Upadhyay Suketu
EVP, Chief Financial Officer
Transactions
- Disposition to Issuer
2010 Stock Incentive Plan Restricted Stock Units (RSU)
2014-02-28−15,418→ 0 total - Disposition to Issuer
2010 Stock Incentive Plan Restricted Stock Units (RSU)
2014-02-28−5,073→ 0 total - Disposition to Issuer
2010 Stock Incentive Plan Performance Shares
2014-02-28−10,147→ 0 total - Disposition to Issuer
2010 Stock Incentive Plan Stock Options (NQ)
2014-02-28−18,905→ 0 totalExercise: $79.33Exp: 2024-02-26→ Common Stock (18,905 underlying) - Disposition to Issuer
2010 Stock Incentive Plan Performance Shares
2014-02-28−15,418→ 0 total
Footnotes (6)
- [F1]On February 28, 2014, Endo Health Solutions, Inc. ("Endo") and Paladin Laboratories Inc. ("Paladin") consummated a transaction under an arrangement agreement pursuant to which each of Endo and Paladin was acquired by a new Irish holding company, Endo International plc ("New Endo"). Under the terms of the arrangement agreement (a) New Endo acquired Paladin pursuant to a plan of arrangement under Canadian law and (b) a newly formed subsidiary of New Endo merged with and into Endo, with Endo as the surviving corporation in the merger (the "Merger") and an indirect wholly owned subsidiary of New Endo. At the effective time of the Merger, each Endo equity security was cancelled and converted into the right to receive one equivalent New Endo equity security.
- [F2]These restricted stock units granted on September 24, 2013 under the 2010 Stock Incentive Plan, of which none are vested as of February 28, 2014 with the unvested portion generally vesting 33-1/3% annually at each future grant date anniversary through September 24, 2016, were assumed by New Endo in the Merger and converted into New Endo restricted stock units with the same terms and conditions as the original Endo restricted stock units.
- [F3]These restricted stock units granted on February 26, 2014 under the 2010 Stock Incentive Plan, of which none are vested as of February 28, 2014 with the unvested portion generally vesting 25% annually at each future grant date anniversary through February 26, 2018, were assumed by New Endo in the Merger and converted into New Endo restricted stock units with the same terms and conditions as the original Endo restricted stock units.
- [F4]These performance share units granted on September 24, 2013 under the 2010 Stock Incentive Plan were assumed by New Endo in the Merger and converted into New Endo performance share units with the same terms and conditions as the original Endo performance share units. These performance shares vest on September 24, 2016 upon the Company achieving certain shareholder return targets over the period beginning on September 24, 2013 and ending on September 24, 2016. The amount of performance share units included in this line represents the target quantity of shares issuable. The exact number of shares issuable, between 0% and 300% of the target shares, will be based on achievement, as determined by the Compensation Committee of the Board of Directors of Endo, of the specified shareholder return targets over the cumulative 3-year period set forth above.
- [F5]These performance share units granted on February 26, 2014 under the 2010 Stock Incentive Plan were assumed by New Endo in the Merger and converted into New Endo performance share units with the same terms and conditions as the original Endo performance share units. These performance shares vest on February 26, 2017 upon the Company achieving certain shareholder return targets over the period beginning on February 26, 2014 and ending on February 26, 2017. The amount of performance share units included in this line represents the target quantity of shares issuable. The exact number of shares issuable, between 0% and 300% of the target shares, will be based on achievement, as determined by the Compensation Committee of the Board of Directors of Endo, of the specified shareholder return targets over the cumulative 3-year period set forth above.
- [F6]These non-qualified stock options granted on February 26, 2014 under the 2010 Stock Incentive Plan, of which none are vested as of February 28, 2014 with the unvested portion generally vesting 25% per year on each grant date anniversary through February 26, 2018, were assumed by New Endo in the Merger and converted into options to purchase ordinary shares of New Endo for the listed exercise price per share with the same terms and conditions as the original Endo stock options.
Issuer
ENDO HEALTH SOLUTIONS INC.
CIK 0001100962
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001100962
Filing Metadata
- Form type
- 4
- Filed
- Mar 2, 7:00 PM ET
- Accepted
- Mar 3, 4:38 PM ET
- Size
- 20.1 KB