Initial Statement of Beneficial Ownership (3)
May 16 2016 - 2:43PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
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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
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Nicholson C. David
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2. Date of Event Requiring Statement (MM/DD/YYYY)
5/5/2016
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3. Issuer Name
and
Ticker or Trading Symbol
Allergan plc [AGN]
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(Last)
(First)
(Middle)
CLONSHAUGH BUSINESS AND TECHNOLOGY PARK,, COOLOCK, CO.
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Chief R&D Officer /
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(Street)
DUBLIN, L2 D17 E400
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Ordinary Shares, par value $0.0001
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8103
(1)
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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. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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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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(2)
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8/4/2024
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Ordinary Shares
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17006
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$215.77
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D
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Performance-Based Restricted Stock Unit
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(3)
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(3)
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Ordinary Shares
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14259
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(3)
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D
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Explanation of Responses:
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(
1)
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Represents restricted share units which are scheduled to vest on August 4, 2017.
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(
2)
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Represents options to purchase Issuer's ordinary shares of which 3,401 vested on August 4, 2015 and the remainder will vest in four equal annual installments on the next four anniversaries of the grant date (August 4, 2014).
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(
3)
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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.
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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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Nicholson C. David
CLONSHAUGH BUSINESS AND TECHNOLOGY PARK,
COOLOCK, CO.
DUBLIN, L2 D17 E400
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Chief R&D Officer
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Signatures
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/s/ A. Robert D. Bailey, Attorney-in-Fact for the Reporting Person
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5/16/2016
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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 5(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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