SEC Form 4 · accession 0001181431-15-001782
AMARIN CORP PLC\UK · AMRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John F Thero
Officer — President, Chief Exec. Officer
Period of report
Jan 31, 2015
Accepted (ET)
Feb 2, 2015 · 9:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000897448
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2,F3 | Jan 31, 2015 | M | 169,500 | — | A | 284,400 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F2,F3 | $0.00 | Jan 31, 2015 | M | 169,500 | D | — | — | Ordinary Shares | 169,500 | 339,000 | D |
| Stock Option (right to buy)F5 | $1.02 | Feb 2, 2015 | A | 400,000 | A | — | Feb 1, 2025 | Ordinary Shares | 400,000 | 400,000 | D |
| Restricted Stock UnitsF4,F6,F3 | $0.00 | Feb 2, 2015 | A | 780,000 | A | — | — | Ordinary Shares | 780,000 | 780,000 | D |
Explanation of responses
- F1The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
- F2On January 8, 2014, the Reporting Person was granted 508,500 restricted stock units ("RSUs") under the Amarin Corporation plc 2011 Stock Incentive Plan. These RSUs vest in three equal annual installments on each of January 31, 2015, January 31, 2016 and January 31, 2017. The first vesting event occurred on January 31, 2015. Upon vesting of the RSUs, the Reporting Person had the option to have the Issuer withhold shares from the total number of shares delivered in respect of withholding taxes due upon such vesting. Instead, the Reporting Person elected to pay withholding taxes to the Issuer in cash and receive the full number of shares vested.
- F3Not applicable.
- F4Each RSU represents a contingent right to receive one Ordinary Share or cash in lieu thereof at the Issuer's discretion.
- F5On February 2, 2015, the Reporting Person was granted an option to purchase 400,000 Ordinary Shares under the Amarin Corporation plc 2011 Stock Incentive Plan. The shares subject to this option shall vest and become exercisable in 48 equal monthly installments on the last day of each month starting on February 28, 2015.
- F6On February 2, 2015, the Reporting Person was granted 780,000 RSUs under the Amarin Corporation plc 2011 Stock Incentive Plan. These RSUs vest in three equal annual installments on each of January 31, 2016, January 31, 2017 and January 31, 2018.