SEC Form 4 · accession 0001171843-18-000700
AKORN INC · AKRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 25, 2018
Accepted (ET)
Jan 26, 2018 · 6:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000003116
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Jan 25, 2018 | M | 10,753 | $24.74 | A | 513,814 | D | |
| Common Stock | Jan 25, 2018 | M | 5,802 | $29.50 | A | 519,616 | D | |
| Common StockF4 | Jan 25, 2018 | S | 13,629 | $32.67 | D | 505,987 | D | |
| Common StockF5 | holding | — | — | — | 15,050,000 | I | By Limited Partnership | |
| Common StockF6 | holding | — | — | — | 4,427,462 | I | By Trusts | |
| Common StockF7 | holding | — | — | — | 3,590,445 | I | By Limited Partnership | |
| Common StockF7 | holding | — | — | — | 2,970,644 | I | By Limited Partnership | |
| Common StockF8 | holding | — | — | — | 1,907,445 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F9 | $24.74 | Jan 25, 2018 | M | 10,753 | D | May 2, 2015 | — | Common Stock | 10,753 | 0 | D |
| Stock Options (Right to Buy)F10,F11 | $29.50 | Jan 25, 2018 | M | 5,802 | D | — | — | Common Stock | 5,802 | 0 | D |
Explanation of responses
- F1The Reporting Person exercised these stock options in advance of their new expiration date of January 30, 2018, which date is three months following the Reporting Person's resignation from the Company's board of directors.
- F10The Stock Options that were exercised vested in two tranches: 2,901 options vested on July 1, 2016, and 2,901 options vested on July 1, 2017. Upon resignation from the Company's board of directors, the Reporting Person forfeited two additional tranches of 2,900 options each that were scheduled to vest on July 1, 2018 and July 1, 2019.
- F11The original expiration date of these stock options was July 1, 2023. Upon the Reporting Person's resignation from the Company's board of directors, the expiration date was accelerated to January 30, 2018, which is three months after the Reporting Person's resignation date.
- F2The securities owned by the Reporting Person following the reported transaction reflect the forfeiture of 10,418 Restricted Stock Units (RSUs) that were forfeited upon the Reporting Person's resignation from the Company's board of directors on October 30, 2017.
- F3The Reporting Person sold shares to cover the exercise price of the options exercised.
- F4Represents the weighted average sale price of the shares sold. The shares were sold at prices ranging from $32.58 to $32.71. Upon request, the Reporting Person will provide to the SEC staff full information regarding the number of shares sold at separate prices within the foregoing range.
- F5Shares held by Akorn Holdings, L.P., a Delaware limited partnership, of which Dr. Kapoor is the indirect managing general partner. Dr. Kapoor disclaims beneficial ownership of such shares except to the extent of his actual pecuniary interest therein.
- F6Shares held through several trusts, the trustee of which is employed by a company controlled by Dr. Kapoor and the beneficiaries of which include Dr. Kapoor's children and various other family members. Dr. Kapoor disclaims beneficial ownership of such shares except to the extent of his actual pecuniary interest therein.
- F7Shares held by a limited partnership of which Dr. Kapoor is the indirect managing general partner. Dr. Kapoor disclaims beneficial ownership of such shares except to the extent of his actual pecuniary interest therein.
- F8Shares held by a trust of which Dr. Kapoor is sole trustee and beneficiary.
- F9The original expiration date of these stock options was May 2, 2019. Upon the Reporting Person's resignation from the Company's board of directors, the expiration date was accelerated to January 30, 2018, which is three months after the Reporting Person's resignation date.