Statement of Changes in Beneficial Ownership (4)
March 03 2021 - 5:05PM
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).
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
*
Manzano Stephen |
2. Issuer Name and Ticker or Trading Symbol
Amneal Pharmaceuticals, Inc.
[
AMRX
]
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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) SVP, General Counsel |
(Last)
(First)
(Middle)
C/O AMNEAL PHARMACEUTICALS, INC., 400 CROSSING BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/1/2021 |
(Street)
BRIDGEWATER, NJ
(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) | 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) | 3/1/2021 | | A | | 67568 | | (2) | (2) | Class A Common Stock | 67568 | $0.00 | 67568 | D | |
Performance-Based Restricted Stock Units | (3) | 3/1/2021 | | A | | 135136 (4) | | (5) | (5) | Class A Common Stock | 135136 | $0.00 | 135136 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
(2) | The restricted stock units vest in four equal annual installments beginning on March 1, 2022. |
(3) | Each performance-based restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
(4) | Represents the maximum number of shares issuable under the performance-based restricted stock units. |
(5) | 50% of the performance-based restricted stock units are earned and eligible to vest upon the Issuer's Class A Common Stock achieving an average closing price per share of $8 or higher for 60 consecutive calendar days during the three-year performance period. Additional performance-based restricted stock units are earned at higher levels and eligible to vest upon the Issuer's Class A Common Stock achieving an average closing price per share of $10 (75%), $12 (100%), $14 (125%), $16 (150%), $18 (175%) and $20 (200%), respectively, for 60 consecutive calendar days during the three-year performance period. For average 60-day closing stock prices between $12 and $20 per share, the number of performance-based restricted stock units that become earned will be determined using straight line interpolation. Any earned performance-based restricted stock units vest in full on February 29,2024, the last day of the performance period. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Manzano Stephen C/O AMNEAL PHARMACEUTICALS, INC. 400 CROSSING BOULEVARD BRIDGEWATER, NJ |
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| SVP, General Counsel |
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Signatures
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/s/ Meredith Cook, Attorney-in-Fact | | 3/3/2021 |
**Signature of Reporting Person | Date |
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