Statement of Changes in Beneficial Ownership (4)
May 21 2019 - 5:41PM
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).
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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
*
BUZY PETER L
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2. Issuer Name
and
Ticker or Trading Symbol
Catalent, Inc.
[
CTLT
]
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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)
President, Gene Therapy
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(Last)
(First)
(Middle)
C/O CATALENT, INC., 14 SCHOOLHOUSE ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/17/2019
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(Street)
SOMERSET, NJ 08873
(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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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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Options to purchase Common Stock
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$0.88
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5/17/2019
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A
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230093
(1)
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5/17/2019
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12/16/2024
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Common Stock
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230093.0
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$0
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230093
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D
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Options to purchase Common Stock
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$45.37
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5/17/2019
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A
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161813
(2)
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5/17/2021
(3)
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5/17/2029
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Common Stock
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161813.0
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$0
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161813
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D
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Restricted Stock Units
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$0.0
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5/17/2019
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A
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44082
(4)
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5/17/2021
(5)
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5/17/2021
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Common Stock
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44082.0
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$0
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44082
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D
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Explanation of Responses:
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(1)
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Options to purchase common stock received by the reporting person under the Issuer's omnibus incentive plan in connection with the assumption of certain vested, in-the-money options held by reporting person under the incentive plan of Paragon Bioservices, Inc. coincident with that entity's acquisition by one of Issuer's subsidiaries. The number of options and the exercise price thereof are subject to adjustment based on post-closing net purchase price adjustments.
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(2)
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Options to purchase common stock received by the reporting person under the Issuer's omnibus incentive plan in connection with reporting person's election as an executive officer of Issuer.
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(3)
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Vesting as to 50% of the options may be accelerated based on the satisfaction of certain performance criteria.
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(4)
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Restricted stock units (RSUs) received by the reporting person under the Issuer's omnibus incentive plan in connection with reporting person's election as an executive officer of Issuer. Each RSU represents the right to receive one share of the Issuer's common stock as of the date of vesting.
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(5)
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Vesting will not occur, and the RSUs will be forfeited, if reporting person fails to purchase and hold an agreed-upon amount of the Issuer's common stock through the scheduled vesting date.
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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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BUZY PETER L
C/O CATALENT, INC.
14 SCHOOLHOUSE ROAD
SOMERSET, NJ 08873
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President, Gene Therapy
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Signatures
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/s/ Jose Ibietatorremendia, attorney-in-fact
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5/21/2019
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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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