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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Non Qualified Stock Option (Right to Buy) | $ 25.96 | 09/16/2011 | D | 144,592 | (2) | 01/07/2012 | Common Stock | 144,592 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 25.96 | 09/16/2011 | D | 15,408 | (2) | 01/07/2012 | Common Stock | 15,408 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 9.97 | 09/16/2011 | D | 11,550 | (2) | 04/25/2013 | Common Stock | 11,550 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 9.97 | 09/16/2011 | D | 3,850 | (2) | 04/25/2013 | Common Stock | 3,850 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 14.57 | 09/16/2011 | D | 4,228 | (2) | 10/17/2013 | Common Stock | 4,228 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 14.57 | 09/16/2011 | D | 25,772 | (2) | 10/17/2013 | Common Stock | 25,772 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 12.16 | 09/16/2011 | D | 54,599 | (2) | 12/10/2013 | Common Stock | 54,599 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 12.16 | 09/16/2011 | D | 1 | (2) | 12/10/2013 | Common Stock | 1 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 12.3 | 09/16/2011 | D | 7,500 | (2) | 07/12/2014 | Common Stock | 7,500 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 12.3 | 09/16/2011 | D | 22,500 | (2) | 07/12/2014 | Common Stock | 22,500 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 14.9 | 09/16/2011 | D | 69,480 | (2) | 12/17/2014 | Common Stock | 69,480 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 14.9 | 09/16/2011 | D | 520 | (2) | 12/17/2014 | Common Stock | 520 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 18.6 | 09/16/2011 | D | 5,376 | (2) | 12/09/2015 | Common Stock | 5,376 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 18.6 | 09/16/2011 | D | 32,124 | (2) | 12/09/2015 | Common Stock | 32,124 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 20.79 | 09/16/2011 | D | 14,063 | (2) | 05/02/2016 | Common Stock | 14,063 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 20.79 | 09/16/2011 | D | 4,687 | (2) | 05/02/2016 | Common Stock | 4,687 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 14.38 | 09/16/2011 | D | 19,823 | (2) | 12/12/2016 | Common Stock | 19,823 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 14.38 | 09/16/2011 | D | 177 | (2) | 12/12/2016 | Common Stock | 177 | (3) | 0 | D | ||||
Non Qualified Stock Option (Right to Buy) | $ 15.95 | 09/16/2011 | D | 23,731 | (2) | 06/01/2017 | Common Stock | 23,731 | (3) | 0 | D | ||||
Incentive Stock Option (Right to Buy) | $ 15.95 | 09/16/2011 | D | 6,269 | (2) | 06/01/2017 | Common Stock | 6,269 | (3) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 14.13 | 09/16/2011 | D | 15,000 | (4) | 11/05/2017 | Common Stock | 15,000 | (3) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 12.29 | 09/16/2011 | D | 45,000 | (5) | 05/27/2018 | Common Stock | 45,000 | (3) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 8.55 | 09/16/2011 | D | 50,000 | (6) | 05/26/2019 | Common Stock | 50,000 | (3) | 0 | D | ||||
Restricted Stock Award | $ 0 | 09/16/2011 | D | 4,250 | (7) | (7) | Common Stock | 4,250 | (8) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 9.21 | 09/16/2011 | D | 30,000 | (9) | 11/18/2019 | Common Stock | 30,000 | (3) | 0 | D | ||||
Restricted Stock Award | $ 0 | 09/16/2011 | D | 11,250 | (9) | (9) | Common Stock | 11,250 | (8) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 11.74 | 09/16/2011 | D | 91,200 | (10) | 05/17/2020 | Common Stock | 91,200 | (3) | 0 | D | ||||
Restricted Stock Unit Award | $ 0 | 09/16/2011 | D | 9,825 | (10) | (10) | Common Stock | 9,825 | (8) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 18.105 | 09/16/2011 | D | 100,000 | (11) | 05/20/2021 | Common Stock | 100,000 | (3) | 0 | D | ||||
Restricted Stock Unit Award | $ 0 | 09/16/2011 | D | 15,000 | (11) | (11) | Common Stock | 15,000 | (8) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pugh Gordon G 852 WINTER ST. WALTHAM, MA 02451 |
SVP & COO |
/s/ Jennifer Baptiste, attorney-in-fact for Gordon G. Pugh | 09/20/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Disposition made in connection with the conversion of shares pursuant to the merger of Alkermes, Inc. and the global drug delivery technologies business of Elan (the "Merger") into an equal number of ordinary shares of Alkermes plc having a market value, based on the closing price on the effective date of the Merger, of $16.57 per share. |
(2) | These options are fully vested in accordance with their terms. |
(3) | Options assumed/converted in the Merger into the right to buy the same number of ordinary shares of Alkermes plc on substantially the same terms. |
(4) | 75% vested as of 9/16/11, remainder vests on 11/5/11. |
(5) | 75% vested as of 9/16/11, remainder vests on 5/27/12. |
(6) | 17,500 vested as of 9/16/11, remainder vests in 2 equal annual installments beginning on 5/26/12. |
(7) | 50% vested as of 9/16/11, remainder vests in 2 equal annual installments beginning on 5/26/12. |
(8) | Restricted stock unit awards assumed/converted in the Merger into the right to acquire the same number of ordinary shares of Alkermes plc on substantially the same terms. |
(9) | 25% vested as of 9/16/11, remainder vests in 3 equal annual installments beginning on 11/18/11. |
(10) | 25% vested as of 9/16/11, remainder vests in 3 equal annual installments beginning on 5/17/12. |
(11) | Vests in 4 equal annual installments beginning on 5/20/12. |