Statement of Changes in Beneficial Ownership (4)
March 08 2023 - 08:31AM
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 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * Ketchum Steven B |
2. Issuer Name and Ticker or Trading
Symbol AMARIN CORP PLCUK [ AMRN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Scientific Officer |
(Last)
(First)
(Middle)
C/O AMARIN PHARMA, INC., 440 US HIGHWAY 22 |
3. Date of Earliest Transaction (MM/DD/YYYY)
2/28/2023
|
(Street)
BRIDGEWATER, NJ 08807
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Ordinary Shares (1) |
2/28/2023 |
|
M(2) |
|
16333 |
A |
(3) |
595829 |
D |
|
Ordinary Shares (1) |
2/28/2023 |
|
F(4) |
|
7718 |
D |
$2.03 |
588111 (5) |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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 (6) |
$0.00 |
2/28/2023 |
|
M |
|
|
16333 |
(2) |
(3) |
Ordinary Shares (1) |
16333 |
$0.00 |
0 |
D |
|
Explanation of
Responses: |
(1) |
The Ordinary Shares may be
represented by American Depositary Shares, each of which currently
represents one Ordinary Share. |
(2) |
On March 2, 2020, the
Reporting Person was granted 49,000 Restricted Stock Units ("RSUs")
under the Amarin Corporation plc 2011 Stock Incentive Plan. These
RSUs vest in three equal installments on each of February 28, 2021,
February 28, 2022 and February 28, 2023. The third and final
vesting event occurred on February 28, 2023. |
(3) |
Not applicable. |
(4) |
Represents withholding by
the Issuer of shares in respect of tax liability incident to the
vesting of a security issued in accordance with Rule 16b-3, and not
a market sale of securities. |
(5) |
Please see the section
titled "Remarks" below for additional information. |
(6) |
Each RSU represents a
contingent right to receive one Ordinary Share or cash in lieu
thereof at the Issuer's discretion. |
Remarks:
In the case of a Change of Control (as defined in the Issuer's
stock incentive plan), the grants described in this Form 4 vest in
full. As of the date of this Form 4, the Reporting Person owns or
holds the right to acquire an aggregate of 2,132,079 Ordinary
Shares of the Issuer in the form of Ordinary Shares, stock options
and RSUs outstanding under the Issuer's stock incentive plans,
including but not limited to certain performance-based RSUs that
are earned only if certain pre-defined operational milestones are
achieved and, in certain cases, then vest only if the recipient
remains with the company for an extended period of time. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Ketchum Steven B
C/O AMARIN PHARMA, INC.
440 US HIGHWAY 22
BRIDGEWATER, NJ 08807 |
|
|
Chief Scientific Officer |
|
Signatures
|
By: /s/ Tom Reilly, by power of
attorney |
|
3/8/2023 |
**Signature of Reporting
Person |
Date |
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
* |
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). |
Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
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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