SEC Form 4 · accession 0001209191-15-074354
AMARIN CORP PLC\UK · AMRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph T Kennedy
Officer — General Counsel
Period of report
Oct 5, 2015
Accepted (ET)
Oct 6, 2015 · 4:31 pm EDT
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 | Oct 5, 2015 | M | 6,250 | — | A | 99,154 | D | |
| Ordinary SharesF1 | Oct 5, 2015 | F | 2,349 | $2.05 | D | 96,805 | 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 UnitsF5,F2,F3,F1 | $0.00 | Oct 5, 2015 | A | 100,000 | A | — | — | Ordinary Shares | 100,000 | 100,000 | D |
| Restricted Stock UnitsF5,F2,F3,F1 | $0.00 | Oct 5, 2015 | M | 6,250 | D | — | — | Ordinary Shares | 6,250 | 93,750 | D |
Explanation of responses
- F1The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
- F2On July 6, 2015, the Reporting Person was granted 100,000 Restricted Stock Units ("RSUs") under the Amarin Corporation plc 2011 Stock Incentive Plan (the "Plan"). These RSUs commence vesting upon achievement of certain performance criteria and continued employment of the Reporting Person as provided in the Restricted Stock Unit Award Agreement between the Issuer and the Reporting Person. On October 5, 2015, the performance criteria was deemed to have been achieved, resulting in the vesting of 6,250 RSUs. The remaining RSUs will vest in 15 quarterly installments.
- F3Not applicable
- F4Represents withholding by the Issuer of shares in respect of tax liability incident to the vesting of a security issued in accordance with Rule 16b-3, and not a market sale of securities.
- F5Each RSU represents a contingent right to receive one Ordinary Share or cash in lieu thereof at the Issuer's discretion.
Remarks
In the event of a Change of Control (as defined in the Plan), the grant described in this Form 4 vests in full.