SEC Form 4 · accession 0001209191-15-051663
Amphastar Pharmaceuticals, Inc. · AMPH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
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
Mar 27, 2015
Accepted (ET)
Jun 9, 2015 · 8:34 pm EDT
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 StockF1 | Mar 27, 2015 | F | 20,877 | $15.43 | D | 911,636 | D | |
| Common Stock | Jun 5, 2015 | M | 48,980 | $12.97 | A | 960,616 | D | |
| Common StockF3 | Jun 5, 2015 | S | 44,149 | $16.4642 | D | 916,467 | D | |
| Common Stock | Jun 8, 2015 | M | 30,066 | $12.97 | A | 946,533 | D | |
| Common StockF4 | Jun 8, 2015 | S | 27,020 | $16.614 | D | 919,513 | D | |
| Common Stock | Jun 9, 2015 | M | 28,324 | $12.97 | A | 947,837 | D | |
| Common StockF5 | Jun 9, 2015 | S | 25,700 | $16.2356 | D | 922,137 | D | |
| Common StockF1,F6 | Mar 27, 2015 | F | 8,641 | $15.43 | D | 661,666 | I | See footnote |
| Common StockF6 | Jun 5, 2015 | M | 50,162 | $12.97 | A | 711,828 | I | See footnote |
| Common StockF7,F6 | Jun 5, 2015 | S | 43,989 | $16.4657 | D | 667,839 | I | See footnote |
| Common StockF6 | Jun 8, 2015 | M | 30,152 | $12.97 | A | 697,991 | I | See footnote |
| Common StockF8,F6 | Jun 8, 2015 | S | 27,100 | $16.6087 | D | 670,891 | I | See footnote |
| Common StockF6 | Jun 9, 2015 | M | 28,433 | $12.97 | A | 699,324 | I | See footnote |
| Common StockF9,F6 | Jun 9, 2015 | S | 25,800 | $16.1229 | D | 673,524 | I | See footnote |
| Common StockF10 | holding | — | — | — | 7,631,594 | I | See footnote | |
| Common StockF11 | holding | — | — | — | 5,000 | I | See footnote | |
| Common StockF12 | 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)F13 | $12.97 | Jun 5, 2015 | M | 48,980 | D | — | Sep 28, 2015 | Common Stock | 48,980 | 226,020 | D |
| Employee Stock Option (right to buy)F13 | $12.97 | Jun 8, 2015 | M | 30,066 | D | — | Sep 28, 2015 | Common Stock | 30,066 | 195,954 | D |
| Employee Stock Option (right to buy)F13 | $12.97 | Jun 9, 2015 | M | 28,324 | D | — | Sep 28, 2015 | Common Stock | 28,324 | 167,630 | D |
| Employee Stock Option (right to buy)F6,F13 | $12.97 | Jun 5, 2015 | M | 50,162 | D | — | Sep 28, 2015 | Common Stock | 50,162 | 134,838 | I |
| Employee Stock Option (right to buy)F6,F13 | $12.97 | Jun 8, 2015 | M | 30,152 | D | — | Sep 28, 2015 | Common Stock | 30,152 | 104,686 | I |
| Employee Stock Option (right to buy)F6,F13 | $12.97 | Jun 9, 2015 | M | 28,433 | D | — | Sep 28, 2015 | Common Stock | 28,433 | 76,253 | I |
Explanation of responses
- F1The reported securities were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of deferred stock units (DSUs).
- F10The shares are held of record by Applied Physics & Chemistry Laboratories, Inc., of which the reporting persons are the sole owners.
- F11The 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.
- F12The 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.
- F13Shares subject to the option are fully vested and immediately exercisable.
- F2The 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.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.28 to $16.5015, 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 (3), (4), (5), (7), (8) and (9) to this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.41 to $16.85, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.50 to $16.595, inclusive.
- F6The securities are held of record by Mary Z. Luo. The reporting persons are husband and wife.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.28 to $16.52, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.41 to $16.825, inclusive.
- F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.00 to $16.595, inclusive.