Initial Statement of Beneficial Ownership (3)
March 03 2017 - 6:02PM
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
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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
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DesJardin Michael A.
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2. Date of Event Requiring Statement (MM/DD/YYYY)
2/22/2017
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3. Issuer Name
and
Ticker or Trading Symbol
Horizon Pharma plc [HZNP]
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(Last)
(First)
(Middle)
C/O HORIZON PHARMA PLC, CONNAUGHT HOUSE, 1ST FLOOR, 1 BURLINGTON RD
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
___
X
___ Officer (give title below)
_____ Other (specify below)
EVP, Technical Operations /
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(Street)
DUBLIN, L2 4
(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
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0
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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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(1)
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12/14/2026
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Ordinary Shares
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36813
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$14.93
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D
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Stock Option (Right to Buy)
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(2)
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2/20/2027
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Ordinary Shares
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17824
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$17.19
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D
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Restricted Stock Units (RSU)
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(3)
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(3)
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Ordinary Shares
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23443
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(3)
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D
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Restricted Stock Units (RSU)
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(4)
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(4)
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Ordinary Shares
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8726
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(4)
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D
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Explanation of Responses:
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(
1)
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25% of the shares subject to the option vest and become exercisable on the first anniversary of the date of grant (December 15, 2016), and the remaining shares vest in 36 equal monthly installments thereafter.
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(
2)
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25% of the shares subject to the option vest and become exercisable on the first anniversary of the date of grant (February 21, 2017), and the remaining shares vest in 36 equal monthly installments thereafter.
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(
3)
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Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer. The restricted stock units vest 25% annually on each anniversary of the date of grant (December 15, 2016).
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(
4)
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Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer. The restricted stock units vest 25% annually on each anniversary of the date of grant (February 21, 2017).
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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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DesJardin Michael A.
C/O HORIZON PHARMA PLC, CONNAUGHT HOUSE
1ST FLOOR, 1 BURLINGTON RD
DUBLIN, L2 4
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EVP, Technical Operations
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Signatures
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/s/ Miles W. McHugh, Attorney-in-Fact
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3/3/2017
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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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