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4//SEC Filing

Actavis plc 4

Accession 0001209191-15-028063

CIK 0001578845operating
View on SEC.govCompany Profile

Filed

Mar 18, 8:00 PM ET

Accepted

Mar 19, 8:18 PM ET

Size

24.8 KB

Accession

0001209191-15-028063

Insider Transaction Report

Form 4
Period: 2015-03-17
Actavis plcACT
SCHAISON PHILIPPE
See Remarks
Transactions
  • Award

    Ordinary Shares, par value $0.0001

    2015-03-17+357→ 5,203 total
  • Award

    Stock Option (Right to Buy)

    2015-03-17+8,149→ 8,149 total
    Exercise: $289.75Exp: 2025-02-20→ Ordinary Shares (8,149 underlying)
  • Award

    Performance-Based Restricted Stock Unit

    2015-03-17+9,344→ 9,344 total
    → Ordinary Shares (9,344 underlying)
  • Award

    Ordinary Shares, par value $0.0001

    2015-03-17+4,846→ 4,846 total
  • Award

    Ordinary Shares, par value $0.0001

    2015-03-17+230→ 8,620 total
  • Award

    Stock Option (Right to Buy)

    2015-03-17+16,387→ 16,387 total
    Exercise: $154.87Exp: 2024-02-21→ Ordinary Shares (16,387 underlying)
  • Award

    Ordinary Shares, par value $0.0001

    2015-03-17+3,187→ 8,390 total
  • Award

    Stock Option (Right to Buy)

    2015-03-17+16,152→ 16,152 total
    Exercise: $112.20Exp: 2023-10-31→ Ordinary Shares (16,152 underlying)
  • Award

    Stock Option (Right to Buy)

    2015-03-17+8,676→ 8,676 total
    Exercise: $307.51Exp: 2025-03-17→ Ordinary Shares (8,676 underlying)
Footnotes (13)
  • [F1]On March 17, 2015, Actavis plc (the "Issuer") acquired Allergan, Inc. ("Allergan") through a series of merger transactions which resulted in Allergan becoming an indirect wholly-owned subsidiary of the Issuer (the "Merger"). In connection with the Merger, each unvested share of Allergan restricted stock (an "Allergan RSA") was assumed and converted by the Issuer into a restricted stock award (an "Actavis RSA") in respect of a number of ordinary shares of the Issuer, par value $0.0001 per share ("Ordinary Shares") equal to the product of (i) the applicable number of shares of Allergan common stock subject to the Allergan RSA and (ii) 0.8076, rounded up to the nearest whole share if half a share or more or down to the nearest whole share if less than half a share.
  • [F10]Received in exchange for an Allergan Option in connection with the Merger. Vests in four equal annual installments commencing on the first anniversary of the grant date (February 21, 2014).
  • [F11]Received in exchange for an Allergan Option in connection with the Merger. Vests in four equal annual installments commencing on the first anniversary of the grant date (February 20, 2015).
  • [F12]Vests in five equal annual installments commencing on the first anniversary of the grant date (March 17, 2015).
  • [F13]Represents performance-based restricted share units ("PSUs") which will vest as to one-third of the total grant on each of December 31, 2017, 2018 and 2019, subject to the achievement by the Issuer of certain performance criteria. Each PSU represents a contingent right to receive a number of Ordinary Shares equal to the product of the applicable performance multiple and the target number of shares underlying the PSU, as set forth in the award agreement between the Issuer and the Reporting Person.
  • [F2]The Actavis RSAs issued upon the conversion of Allergan RSAs are scheduled to vest on October 31, 2017.
  • [F3]In connection with the Merger, each unvested Allergan restricted stock unit (an "Allergan RSU") was assumed and converted by the Issuer into a restricted stock unit (an "Actavis RSU") in respect of a number of Ordinary Shares equal to the product of (i) the applicable number of shares of Allergan common stock subject to the Allergan RSU and (ii) 0.8076, rounded up to the nearest whole share if half a share or more or down to the nearest whole share if less than half a share.
  • [F4]The Actavis RSUs issued upon the conversion of Allergan RSUs are scheduled to vest on February 21, 2018.
  • [F5]The Actavis RSUs issued upon the conversion of Allergan RSUs are scheduled to vest on February 15, 2017.
  • [F6]The Actavis RSUs issued upon the conversion of Allergan RSUs that are scheduled to vest on February 20, 2017.
  • [F7]Includes 4,846 Actavis RSAs and 3,774 Actavis RSUs.
  • [F8]In connection with the Merger, each option to purchase shares of Allergan common stock (an "Allergan Option") was assumed and converted by the Issuer into a stock option to purchase a number of Ordinary Shares (an "Actavis Option") equal to the product of (i) the applicable number of shares of Allergan common stock subject to the Allergan Option and (ii) 0.8076, rounded down to the nearest whole share.
  • [F9]Received in exchange for an Allergan Option in connection with the Merger. Vests in four equal annual installments commencing on the first anniversary of the grant date (October 31, 2013).

Documents

1 file

Issuer

Actavis plc

CIK 0001578845

→
Entity typeoperating
IncorporatedIreland

Related Parties

1
  • filerCIK 0001578845

Filing Metadata

Form type
4
Filed
Mar 18, 8:00 PM ET
Accepted
Mar 19, 8:18 PM ET
Size
24.8 KB
View on SEC.gov