SEC Form 4 · accession 0001140361-17-046238
AVADEL PHARMACEUTICALS PLC · AVDL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael F Kanan
Officer — See Remarks
Period of report
Dec 12, 2017
Accepted (ET)
Dec 14, 2017 · 4:18 pm EST
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 |
|---|---|---|---|---|---|---|---|---|
| ADSsF1,F2 | Dec 12, 2017 | A | 18,000 | $0.00 | A | 36,000 | D |
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)F5 | $8.95 | Dec 12, 2017 | A | 80,000 | A | — | Dec 12, 2027 | ADSs | 80,000 | 80,000 | D |
| Stock Option (right to buy)F3 | $16.21 | holding | — | — | — | — | Oct 28, 2025 | ADSs | 100,000 | 100,000 | D |
| Stock Option (right to buy)F4 | $10.40 | holding | — | — | — | — | Dec 14, 2026 | ADSs | 100,000 | 100,000 | 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.
- F2Includes (a) 18,000 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; (b) 18,000 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; and (c) 18,000 restricted shares granted under the issuer's Omnibus Incentive Compensation Plan on 12/12/2017, under which 12,000 ADSs will vest and be issued on the second anniversary of the grant date and the remaining 6,000 ADSs will vest and be issued on the third anniversary of the grant date (with vesting of these restricted shares subject to the reporting person remaining in continuous service until the applicable anniversary of the date of grant).
- F3Options become exercisable as to 25,000 ADSs on each of the first four anniversaries after the 10/28/2015 grant date.
- F4Options become exercisable as to 25,000 ADSs on each of the first four anniversaries after the 12/14/2016 grant date.
- F5Options become exercisable as to 20,000 ADSs on each of the first four anniversaries after the 12/12/2017 grant date.
Remarks
Sr. VP, Chief Financial Officer.