Amended Statement of Changes in Beneficial Ownership (4/a)
June 17 2015 - 5:17PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Holmes Scott A
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2. Issuer Name
and
Ticker or Trading Symbol
AMAG PHARMACEUTICALS INC.
[
AMAG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP, Finance and Treasurer
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(Last)
(First)
(Middle)
C/O AMAG PHARMACEUTICALS, INC., 1100 WINTER STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/3/2015
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(Street)
WALTHAM, MA 02451
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
6/5/2015
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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6/3/2015
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M
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3750
(1)
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A
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$14.38
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34538
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D
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Common Stock
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6/3/2015
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M
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12891
(1)
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A
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$14.89
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47429
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D
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Common Stock
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6/3/2015
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M
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5875
(1)
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A
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$21.13
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53304
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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$14.38
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6/3/2015
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M
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3750
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(2)
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9/12/2021
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Common Stock
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3750
(1)
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$0
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1250
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D
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Stock Option (Right to Buy)
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$14.89
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6/3/2015
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M
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12891
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(3)
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6/25/2019
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Common Stock
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12891
(1)
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$0
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17109
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D
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Stock Option (Right to Buy)
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$21.13
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6/3/2015
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M
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5875
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(4)
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2/27/2024
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Common Stock
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5875
(1)
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$0
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12925
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D
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Explanation of Responses:
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(
1)
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This transaction was omitted from the reporting person's original Form 4. Following all of the transactions undertaken by the reporting person on June 3, 2015, the reporting person beneficially owned 53,304 shares of AMAG Pharmaceuticals, Inc. common stock.
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(
2)
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This option vests and becomes exercisable in four equal annual installments on September 12, 2012, September 12, 2013, September 12, 2014 and September 12, 2015.
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(
3)
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This option vests and becomes exercisable over four years from the grant date (June 25, 2012), with 25% vesting on the first anniversary of the grant date and the remainder vesting in equal quarterly installments over the next three years thereafter.
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(
4)
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This option vests and becomes exercisable over four years from the grant date (February 27, 2014), with 25% vesting on the first anniversary of the grant date and the remainder vesting in equal quarterly installments over the next three years thereafter.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Holmes Scott A
C/O AMAG PHARMACEUTICALS, INC.
1100 WINTER STREET
WALTHAM, MA 02451
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SVP, Finance and Treasurer
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Signatures
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Nancy R. Smith, attorney-in-fact
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6/17/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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