SEC Form 4 · accession 0001633970-15-000002
Catalent, Inc. · CTLT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Downie
Officer — See Remarks
Period of report
Feb 13, 2015
Accepted (ET)
Feb 18, 2015 · 8:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001596783
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 13, 2015 | M | 6,202 | $10.71 | A | 28,473 | D | |
| Common Stock | Feb 13, 2015 | F | 5,122 | $27.86 | D | 23,351 | D | |
| Common StockF2 | Feb 13, 2015 | S | 1,080 | $27.86 | D | 22,271 | D | |
| Common Stock | Feb 17, 2015 | M | 35,000 | $10.71 | A | 57,271 | D | |
| Common Stock | Feb 17, 2015 | F | 23,595 | $27.82 | D | 33,676 | D | |
| Common StockF3 | Feb 17, 2015 | S | 11,405 | $27.82 | D | 22,271 | D | |
| Common Stock | Feb 17, 2015 | M | 103,969 | $10.71 | A | 126,240 | D | |
| Common Stock | Feb 17, 2015 | F | 70,374 | $27.82 | D | 55,866 | D | |
| Common StockF3 | Feb 17, 2015 | S | 33,595 | $27.82 | D | 22,271 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to purchase common stockF4 | $18.71 | Feb 13, 2015 | M | 6,202 | A | Jun 25, 2014 | Jun 25, 2023 | Common Stock | 6,202 | 24,808 | D |
| Options to purchase common stockF5 | $10.71 | Feb 17, 2015 | M | 35,000 | A | Oct 23, 2010 | Oct 23, 2019 | Common Stock | 35,000 | 0 | D |
| Options to purchase common stockF6 | $10.71 | Feb 17, 2015 | M | 103,969 | A | Oct 23, 2010 | Oct 23, 2019 | Common Stock | 103,969 | 1,031 | D |
Explanation of responses
- F1Represents shares withheld to pay the exercise price and applicable withholding taxes associated with the exercise of stock options.
- F2These shares were sold in multiple transactions at prices ranging from $27.65 to $28.72, inclusive. The reporting person undertakes to provide to Catalent, Inc., any security holder of Catalent, Inc., 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 range set forth in this footnote.
- F3These shares were sold in multiple transactions at prices ranging from $27.30 to $27.53, inclusive. The reporting person undertakes to provide to Catalent, Inc., any security holder of Catalent, Inc., 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 range set forth in this footnote.
- F4On June 25, 2013, the reporting person was granted an option to purchase 31,010 shares of common stock of the Issuer which vest and become exercisable in five equal annual installments based on satisfaction of certain performance criteria for each of the fiscal years ending 2014, 2015, 2016, 2017 and 2018. The performance criteria for 2014 were met, resulting in vesting of the option as to 6,202 shares.
- F5On October 23, 2009, the reporting person was granted an option to purchase 35,000 shares of common stock of the Issuer which vest and become exercisable in five equal annual installments based on satisfaction of certain performance criteria for each of the fiscal years ending 2010, 2011, 2012, 2013 and 2014. The performance criteria for 2010, 2011, 2012, 2013 and 2014 were met.
- F6On October 23, 2009, the reporting person was granted an option to purchase 105,000 shares of common stock of the Issuer, which vest and become exercisable in five equal annual installments beginning on October 23, 2010.
Remarks
Senior Vice President, Global Marketing & Sales