Statement of Changes in Beneficial Ownership (4)
June 08 2016 - 7:01PM
Edgar (US Regulatory)
FORM 4
[
X
]
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
Estimated average burden
hours per response...
0.5
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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
*
SCHAISON PHILIPPE
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2. Issuer Name
and
Ticker or Trading Symbol
Allergan plc
[
AGN
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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, President Allergan Med
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(Last)
(First)
(Middle)
CLONSHAUGH BUSINESS AND TECHNOLOGY PARK,, COOLOCK, CO.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/8/2016
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(Street)
DUBLIN, L2 00000
(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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Ordinary Shares, par value $0.0001
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8620
(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. 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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$112.2
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(2)
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10/31/2023
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Ordinary Shares
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16152
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16152
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D
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Stock Option (Right to buy)
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$154.87
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(3)
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2/21/2024
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Ordinary Shares
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16387
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16387
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D
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Stock Option (Right to buy)
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$289.75
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(4)
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2/20/2025
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Ordinary Shares
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8149
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8149
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D
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Stock Option (Right to buy)
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$307.51
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(5)
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3/17/2025
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Ordinary Shares
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8676
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8676
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D
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Performance Based Restricted Stock Unit
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(6)
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(6)
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(6)
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Ordinary Shares
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9344
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9344
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D
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Explanation of Responses:
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(
1)
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Includes restricted shares issued pursuant to the 2013 Incentive Award Plan of Allergan plc.
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(
2)
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Vests in four equal annual installments commencing on the first anniversary of the grant date (October 31, 2013).
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(
3)
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Vests in four equal annual installments commencing on the first anniversary of the grant date (February 21, 2014).
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(
4)
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Vests in four equal annual installments commencing on the first anniversary of the grant date (February 20, 2015).
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(
5)
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Vests in five equal annual installments commencing on the first anniversary of the grant date (March 17, 2015).
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(
6)
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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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SCHAISON PHILIPPE
CLONSHAUGH BUSINESS AND TECHNOLOGY PARK,
COOLOCK, CO.
DUBLIN, L2 00000
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EVP, President Allergan Med
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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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6/8/2016
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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 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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