SEC Form 4 · accession 0001209191-15-072603
Endo International plc · ENDP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul Campanelli
Officer — Group President, Generics
Period of report
Sep 28, 2015
Accepted (ET)
Sep 30, 2015 · 6:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001593034
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| 2015 Stock Incentive Plan Restricted Stock Units (RSU's)F1,F2,F3 | Sep 28, 2015 | A | 15,367 | — | A | 15,367 | D | |
| 2015 Stock Incentive Plan Performance Shares (PSU's)F4,F3,F5 | Sep 28, 2015 | A | 30,734 | — | A | 30,734 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2015 Stock Incentive Plan Stock Options (NQ)F6,F3,F7 | $61.82 | Sep 28, 2015 | A | 56,920 | A | — | Sep 28, 2025 | Ordinary Shares | 56,920 | 56,920 | D |
Explanation of responses
- F1Upon each vesting date, each vested restricted stock unit automatically converts into one (1) ordinary share of Endo International plc.
- F2These restricted stock units (RSUs) generally vest 25% on each of September 28, 2016, September 28, 2017, September 28, 2018 and September 28, 2019. Upon vesting, we consider the underlying RSUs to be expired.
- F3These securities were granted to Mr. Campanelli in connection with his commencement of employment in consideration of his anticipated services as the Group President, Generics of Endo International plc.
- F4These performance shares vest on September 28, 2018 upon the Company achieving certain shareholder return targets over the period beginning on September 28, 2015 and ending on September 28, 2018.
- F5Represents target quantity of shares issuable. The exact number of shares issuable will be determined on achievement of certain shareholder return targets over a cumulative 3-year period, as determined by the Board of Directors of Endo International plc. Mr. Campanelli can earn between 0% and 300% of the target shares.
- F6Representing the right to buy ordinary shares, par value $0.0001 per share, of Endo International plc.
- F7These stock options are generally exercisable 25% per year on each of September 28, 2016, September 28, 2017, September 28, 2018 and September 28, 2019.