Statement of Changes in Beneficial Ownership (4)
March 24 2020 - 6:03PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Johnston Lori A |
2. Issuer Name and Ticker or Trading Symbol
AMGEN INC
[
AMGN
]
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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)
EVP, HR |
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(Last)
(First)
(Middle)
ONE AMGEN CENTER DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/20/2020 |
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(Street)
THOUSAND OAKS, CA 91320-1799
(City)
(State)
(Zip)
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4. 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 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 | 3/20/2020 | | F | | 3709 | D | $198.76 | 29977 (1)(2) | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security
(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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | These shares include the following RSUs granted under the Company's equity plans: 1,199 RSUs which vest on 2/7/2021; 1,319 RSUs which vest in installments of 649 5/1/2020 and 670 on 5/1/2021; 2,028 RSUs which vest in three installments of 669 on 4/27/2020, 669 on 4/27/2021 and 690 on 4/27/2022; 2,030 RSUs which will vest in installments of 669 on 5/3/2021, 670 on 5/3/2022 and 691 on 5/3/2023; and 7,799 RSUs which will vest in installments of 2,573 on 11/1/2021, 2,574 on 11/1/2022 and 2,652 on 11/1/2023. Vested RSUs will be paid in shares of the Company's common stock on a one-to-one basis. |
| (2) | These shares include 518 Dividend Equivalents (DEs) granted pursuant to the Amgen Inc. 2009 Amended and Restated Equity Incentive Plan and subject to a qualifying dividend reinvestment plan. DEs are credited on the reporting person's unvested RSUs and are paid out in shares of the Company's common stock on a one-to-one basis according to the vesting schedule, along with a cash payment for any remaining fractional share amount. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Johnston Lori A
ONE AMGEN CENTER DRIVE
THOUSAND OAKS, CA 91320-1799 |
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| EVP, HR |
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Signatures
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| /s/ Andrea A. Robinson, Attorney-in-Fact for Ms. Johnston | | 3/24/2020 |
| **Signature of Reporting Person | Date |
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