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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Meury William CLONSHAUGH BUSINESS AND TECHNOLOGY PARK, COOLOCK, CO. DUBLIN, L2 D17 E400 |
EVP & Pres Branded Pharma |
/s/ A. Robert D. Bailey, Attorney-in-Fact for the Reporting Person | 03/04/2016 | |
**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) | This amendment is being filed solely to correct an administrative error whereby 32,241 ordinary shares, par value $0.0001 (the "Ordinary Shares"), were inadvertently included in the Reporting Person's Form 4 filed on July 3, 2014 following Allergan plc's (f/k/a Actavis plc) (the "Issuer") acquisition of Forest Laboratories, LLC (f/k/a Forest Laboratories, Inc.). |
(2) | On July 1, 2014, the Issuer acquired Forest Laboratories, Inc. ("Forest") through a series of merger transactions which resulted in Forest becoming an indirect wholly-owned subsidiary of the Issuer (the "Acquisition"). In connection with the Acquisition, each (i) unvested share of Forest restricted stock (each, a "Forest RSS") was converted into restricted stock units of the Issuer (each, an "Issuer RSU"), (ii) unvested performance share unit ("Forest PSU") was converted into Issuer RSUs assuming satisfaction of target level of performance; and (iii) option to purchase Forest shares (each, a "Forest Option") was exchanged for an option to purchase Issuer Ordinary Shares, in each case at a rate of 0.4723 Issuer Ordinary Shares per corresponding Forest award. Each share of Forest common stock held by the Reporting Person was exchanged for $25.67 in cash plus 0.3326 of an Issuer Ordinary Share, with fractions of an Issuer Ordinary Share being cashed out at $219.00 per share. |
(3) | Includes 34,429 Actavis RSUs issued upon the conversion of Forest RSS and Forest PSU pursuant to the terms of the Acquisition. |