SEC Form 4 · accession 0001209191-18-058601
AMARIN CORP PLC\UK · AMRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John F Thero
Officer — President and CEO · Director
Period of report
Nov 12, 2018
Accepted (ET)
Nov 14, 2018 · 6:02 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 | Nov 12, 2018 | M | 407,611 | $1.35 | A | 2,702,139 | D | |
| Ordinary SharesF1,F2,F4,F3 | Nov 12, 2018 | S | 136,422 | $18.0498 | D | 2,565,717 | D | |
| Ordinary SharesF1,F2,F5,F3 | Nov 12, 2018 | S | 244,031 | $19.0273 | D | 2,321,686 | D | |
| Ordinary SharesF1,F2,F6,F3 | Nov 12, 2018 | S | 222,158 | $19.7096 | D | 2,099,528 | D | |
| Ordinary SharesF1,F2,F7,F3 | Nov 12, 2018 | S | 5,000 | $20.722 | D | 2,094,528 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F8,F2 | $1.35 | Nov 12, 2018 | M | 407,611 | D | — | Dec 21, 2019 | Ordinary Shares | 407,611 | 0 | D |
Explanation of responses
- F1The option exercise and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person established in 2017. The option reported in this Form 4 was granted in 2009 and was set to expire in 2019.
- F2The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
- F3Please see the section titled "Remarks" below for additional information.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.43 to $18.42, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.43 to $19.42, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.43 to $20.41, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.46 to $20.98, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- F8On December 21, 2009, the Reporting Person was granted an option to purchase 900,000 Ordinary Shares under the Amarin Corporation plc 2002 Stock Option Plan. The stock option is fully vested.
Remarks
As of the date of this Form 4, the Reporting Person owns or holds the right to acquire an aggregate of 10,123,841 Ordinary Shares of the Issuer in the form of Ordinary Shares, stock options and Restricted Stock Units granted under the Amarin Corporation plc 2002 Stock Option Plan and the Amarin Corporation plc 2011 Plan.