SEC Form 4 · accession 0001140361-17-035672

AVADEL PHARMACEUTICALS PLC · AVDL

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Sandra L Hatten

Officer — See Remarks

Period of report

Sep 12, 2017

Accepted (ET)

Sep 15, 2017 · 4:15 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001012477

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
ADSs^F1,F2,F3	Sep 12, 2017	P	2,200	$9.19	A	35,200	D
ADSs^F1,F3	Sep 13, 2017	P	500	$9.346	A	35,700	D
ADSs^F1,F4,F3	Sep 14, 2017	P	2,100	$9.359	A	37,800	D
ADSs^F1,F5,F6	Sep 12, 2017	P	1,200	$9.15	A	3,400	I	By Spouse

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (right to buy)^F7	$21.67	holding	—	—	—	—	Jun 26, 2025	ADSs	100,000	100,000	D
Stock Option (right to buy)^F8	$14.35	holding	—	—	—	—	Dec 10, 2025	ADSs	50,000	50,000	D
Stock Option (right to buy)^F9	$10.40	holding	—	—	—	—	Dec 14, 2026	ADSs	80,000	80,000	D

Explanation of responses

F1The issuer's "ADSs" are American Depositary Shares, with each ADS representing one ordinary share, nominal value $0.01 per share, of the issuer; ADSs may be represented by American Depositary Receipts.
F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.188 to $9.19, inclusive. The reporting person undertakes to provide to Avadel Pharmaceuticals plc, any security holder of Avadel Pharmaceuticals plc, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (2).
F3Includes (a) 20,000 restricted ADSs granted under the issuer's "Free Share" award program on 8/10/2016, all of which will be issued to the reporting person on the second anniversary of the grant date; and (b) 10,000 restricted ADSs granted under the issuer's "Free Share" award program on 12/14/2016, all of which will be issued to the reporting person on the second anniversary of the grant date.
F4The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.317 to $9.39, inclusive. The reporting person undertakes to provide to Avadel Pharmaceuticals plc, any security holder of Avadel Pharmaceuticals plc, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (4).
F5The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.143 to $9.15, inclusive. The reporting person undertakes to provide to Avadel Pharmaceuticals plc, any security holder of Avadel Pharmaceuticals plc, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (5).
F6The filing of this statement shall not be construed as an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of these securities.
F7Options become exercisable as to 25,000 ADSs on each of the first four anniversaries after the 06/26/2015 grant date.
F8Options become exercisable as to 12,500 ADSs on each of the first four anniversaries after the 12/10/2015 grant date.
F9Options become exercisable as to 20,000 ADSs on each of the first four anniversaries after the 12/14/2016 grant date.

Remarks

Sr. VP, Quality and Reg. Affairs.