SEC Form 4 · accession 0001209191-16-110021
Endo International plc · ENDP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rajiv De Silva
Officer — President & CEO · Director
Period of report
Mar 18, 2016
Accepted (ET)
Mar 22, 2016 · 4:10 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 |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2,F3 | Mar 18, 2016 | F | 6,244 | $30.43 | D | 258,158 | D | |
| Stock Incentive Plan Performance SharesF4,F5,F6 | Mar 21, 2016 | M | 82,182 | $0.00 | D | 304,402 | D | |
| Ordinary SharesF4,F7 | Mar 21, 2016 | M | 61,636 | $0.00 | A | 319,794 | D | |
| Ordinary SharesF4,F8,F9 | Mar 21, 2016 | F | 28,099 | $29.78 | D | 291,695 | D | |
| Oridnary Shares | holding | — | — | — | 63,315 | I | In Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Thirty-three percent (33%) of Mr. De Silva's March 18, 2013 grant of restricted stock units (RSUs) vested on March 18, 2016.
- F2These shares represent stock withheld by Endo International plc to satisfy Mr. De Silva's tax withholding obligations on shares acquired upon vesting of RSUs.
- F3$30.43 represents the vesting price, which is the average of the high and low share price on March 18, 2016.
- F4On March 21, 2016, the cumulative 3-year performance period for Mr. De Silva's March 18, 2013 grant of performance shares concluded. At this time, the performance shares were converted into 61,636 ordinary shares. Of this amount, 28,099 ordinary shares were withheld by Endo International plc to satisfy Mr. De Silva's tax obligations on ordinary shares acquired, and 33,537 ordinary shares were transferred to Mr. De Silva effective immediately.
- F5Represents the target number of shares issuable upon Endo International plc's achievement of shareholder return performance metrics over a cumulative three-year period, as determined by Endo International plc's Board of Directors at the end of such three-year period.
- F6These securities were granted to Mr. De Silva in consideration of his services as the President and Chief Executive Officer of Endo International plc.
- F7This represents the automatic conversion of performance shares granted to Mr. De Silva on March 18, 2013 to ordinary shares of Endo International plc pursuant to the terms of the underlying award agreement.
- F8These shares represent stock withheld by Endo International plc to satisfy Mr. De Silva's tax withholding obligations on shares acquired upon vesting of performance shares.
- F9$29.78 represents the vesting price, which is the average of the high and low share price on March 21, 2016.