SEC Form 4/A · accession 0000899243-16-012655

Amphastar Pharmaceuticals, Inc. · AMPH

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

This is an amendment (Form 4/A). It replaces an earlier filing for the same period.

Reporting owners

Mary Z. Luo

Officer — COO, Chief Scientist, Chairman · Director · 10% Owner

Jack Y. Zhang

Officer — CEO & Chief Science Officer · Director · 10% Owner

Period of report

Jun 10, 2015

Accepted (ET)

Feb 3, 2016 · 7:41 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001297184

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Jun 10, 2015	M	12,975	$12.97	A	935,112	D
Common Stock^F2	Jun 10, 2015	S	11,731	$16.3792	D	923,381	D
Common Stock	Jun 11, 2015	M	12,860	$12.97	A	936,241	D
Common Stock^F3	Jun 11, 2015	S	11,600	$16.4694	D	924,641	D
Common Stock	Jun 12, 2015	M	83,253	$12.97	A	1,007,894	D
Common Stock^F4	Jun 12, 2015	S	75,618	$16.1487	D	932,276	D
Common Stock^F5	Jun 10, 2015	M	12,619	$12.97	A	686,143	I	See footnote
Common Stock^F6,F5	Jun 10, 2015	S	11,411	$16.3719	D	674,732	I	See footnote
Common Stock^F5	Jun 11, 2015	M	12,930	$12.97	A	687,662	I	See footnote
Common Stock^F7,F5	Jun 11, 2015	S	11,664	$16.4689	D	675,998	I	See footnote
Common Stock^F5	Jun 12, 2015	M	42,223	$12.97	A	718,221	I	See footnote
Common Stock^F8,F5	Jun 12, 2015	S	38,471	$16.1673	D	679,750	I	See footnote
Common Stock^F9	holding	—	—		—	7,631,594	I	See footnote
Common Stock^F10	holding	—	—		—	5,000	I	See footnote
Common Stock^F11	holding	—	—		—	200,000	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F12	$12.97	Jun 10, 2015	M	12,975	D	—	Sep 28, 2015	Common Stock	12,975	154,655	D
Employee Stock Option (right to buy)^F12	$12.97	Jun 11, 2015	M	12,860	D	—	Sep 28, 2015	Common Stock	12,860	141,795	D
Employee Stock Option (right to buy)^F12	$12.97	Jun 12, 2015	M	83,253	D	—	Sep 28, 2015	Common Stock	83,253	58,542	D
Employee Stock Option (right to buy)^F5,F12	$12.97	Jun 10, 2015	M	12,619	D	—	Sep 28, 2015	Common Stock	12,619	63,634	I
Employee Stock Option (right to buy)^F5,F12	$12.97	Jun 11, 2015	M	12,930	D	—	Sep 28, 2015	Common Stock	12,930	50,704	I
Employee Stock Option (right to buy)^F5,F12	$12.97	Jun 12, 2015	M	42,223	D	—	Sep 28, 2015	Common Stock	42,223	8,481	I

Explanation of responses

F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the each of the reporting persons on December 16, 2014.
F10The shares are held of record in an account for the benefit of the reporting persons' son. The reporting persons disclaims beneficial ownership of these shares, and the inclusion of these shares in this report should not be deemed an admission of beneficial ownership of any such shares for purposes of Section 16, or for any other purpose.
F11The shares are held of record by a trust for the benefit of the reporting persons' son. The reporting persons disclaims beneficial ownership of these shares, and the inclusion of these shares in this report should not be deemed an admission of beneficial ownership of any such shares for purposes of Section 16, or for any other purpose.
F12Shares subject to the option are fully vested and immediately exercisable.
F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.25 to $16.61, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (3), (4), (6), (7) and (8) to this Form 4.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.38 to $16.62, inclusive.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.02 to $16.49, inclusive.
F5The securities are held of record by Mary Z. Luo. The reporting persons are husband and wife.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.24 to $16.55, inclusive.
F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.37 to $16.61, inclusive.
F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.03 to $16.39, inclusive.
F9The shares are held of record by Applied Physics & Chemistry Laboratories, Inc., of which the reporting persons are the sole owners.

Remarks

This amended and restated Form 4 (the "Form 4/A") is filed to update the previously filed Form 4 which reported withholding of shares to satisfy the reporting persons' tax liability in connection with the option exercises on each of June 5, 2015, June 8, 2015, June 9, 2015, June 10, 2015, June 11, 2015 and June 12, 2015. These reported transactions did not occur and none of the reported shares were withheld in connection with the option exercises. Accordingly, this Form 4/A is also filed to correct the amount of securities beneficially owned following the reported transactions in column 5 of each of the reported rows of Table I. The errors in column 5 also appear in subsequent Forms 4 filed through December 11, 2015.