Statement of Changes in Beneficial Ownership (4)
December 06 2019 - 5:12PM
Edgar (US Regulatory)
FORM 4
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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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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. |
2. Issuer Name and Ticker or Trading Symbol
Horizon Therapeutics Public Ltd Co
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HZNP
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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, Technical Operations |
(Last)
(First)
(Middle)
C/O HORIZON THERAPEUTICS PLC,, CONNAUGHT HOUSE 1ST FL, 1 BURLINGTON RD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/5/2019 |
(Street)
DUBLIN, L2 4
(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 | 12/5/2019 | | M | | 5860 | A | (1) | 38686 (2) | D | |
Ordinary Shares | 12/5/2019 | | F | | 2906 (3) | D | $31.86 | 35780 | 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 |
Restricted Stock Units | (1) | 12/5/2019 | | M | | | 5860 | (4) | (4) | Ordinary Shares | 5860 | $0.00 | 5861 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one ordinary share of the Issuer. |
(2) | Includes 2,230 ordinary shares of the Issuer which were acquired pursuant to an employee stock purchase program, including 2,119 ordinary shares acquired on May 31, 2019 and 111 ordinary shares acquired on November 29, 2019. |
(3) | Reflects the net settlement of ordinary shares of the Issuer in connection with the vesting of restricted stock units. |
(4) | On December 15, 2016, the reporting person was granted 23,442 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the vesting commencement date of December 5, 2016. The number of shares originally granted under the restricted units was erroneously overstated by one share on the reporting person's prior reports. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DesJardin Michael A. C/O HORIZON THERAPEUTICS PLC, CONNAUGHT HOUSE 1ST FL, 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 | | 12/6/2019 |
**Signature of Reporting Person | Date |
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