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Teva Pharmaceutical Industries Ltd.

Director's Dealing Mar 2, 2023

7082_rns_2023-03-02_10f80d04-1299-4e98-98f6-a19c21ab66c9.pdf

Director's Dealing

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FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

OMB APPROVAL

OMB Number: 3235-0287 Estimated average burden hours per response... 0.5

Check this box if no longer subject to Section 16. Form 4 or

Instruction 1(b).

Form 5 obligations may continue. See STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person
Daniell
Richard 2. Issuer Name and Ticker or Trading Symbol
Teva Pharmaceutical Industries Ltd. [TEVA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_ Director
_ 10% Owner
(Last)
(First)
(Middle)
C/O Teva Pharmaceutical Industries Ltd.
124 Dvora HaNevi'a St.,
3. Date of Earliest Transaction (Month/Day/Year)
02/28/2023
Officer (give title below)____ Other (specify below)
X
Exec. VP, European Commercial
(Street)
Tel Aviv
(City)
L3
(State)
6944020
(Zip)
4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line)
X
Form filed by One Reporting Person
____ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security
(Instr. 3)
2. Transaction
Date
(Month/Day/Year)
2A. Deemed
Execution Date, if
any
(Month/Day/Year)
3. Transaction
Code
(Instr. 8)
4. Securities Acquired (A)
or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities
Beneficially Owned Following
Reported Transaction(s)
6.
Ownership
Form:
7. Nature of
Indirect
Beneficial
Code V Amount (A)
or (D)
Price (Instr. 3 and 4) Direct (D)
or Indirect
(I)
(Instr. 4)
Ownership
(Instr. 4)
(1)
Ordinary Shares
02/28/2023 M 20,598 A (2) 63,780 D
(1)
Ordinary Shares
02/28/2023 (3)
S
20,598 D \$9.8866
(4)
43,182 D
(1)
Ordinary Shares
02/28/2023 M 50,242 A (2) 93,424 D
(1)
Ordinary Shares
02/28/2023 (3)
S
23,654
(5)
D \$9.8866
(4)
69,770 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of
Derivative
Security
(Instr. 3)
2.
Conversion
or Exercise
Price of
Derivative
Security
3. Transaction
Date
(Month/Day/Year)
3A. Deemed
Execution Date, if
any
(Month/Day/Year)
4.
Transaction
Code
(Instr. 8)
5. Number of
Derivative
Securities
Acquired (A)
or Disposed
of (D)
(Instr. 3, 4,
and 5)
6. Date Exercisable and
Expiration Date
(Month/Day/Year)
7. Title and Amount
of Underlying
Securities
(Instr. 3 and 4)
8. Price of
Derivative
Security
(Instr. 5)
9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported
Transaction(s)
10.
Ownership
Form of
Derivative
Security:
Direct (D)
or Indirect
(I)
11. Nature
of Indirect
Beneficial
Ownership
(Instr. 4)
Code V (A) (D) Date
Exercisable
Expiration
Date
Title Amount
or
Number
of
Shares
(Instr. 4) (Instr. 4)
Restricted
Share
Units
(2) 02/28/2023 M 20,598 (6) (6) Ordinary
Shares
(1)
20,598 \$
0
20,599 D
Restricted
Share
Units
(2) 02/28/2023 M 50,242 (7) (7) Ordinary
Shares
(1)
50,242 \$
0
0 D

Explanation of Responses:

(1) The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.

  • (2) Each restricted share unit represents a contingent right to receive, at settlement, one ordinary share or, at the option of the Human Resources and Compensation Committee, the cash value of one ordinary share.
  • (3) The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
  • (4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from \$9.86 to \$9.94, inclusive. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
  • (5) Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the restricted share units listed in Table II.
  • (6) Restricted share units were granted on February 28, 2020 with 20,598 vested on each of February 28, 2021, February 28, 2022 and February 28, 2023, and 20,599 vesting on February 28, 2024.
  • (7) Restricted share units were granted on February 7, 2023 pursuant to the satisfaction of performance criteria and vested on February 28, 2023.

/s/ Dov Bergwerk as attorney-in-fact for Richard Daniell 03/02/2023

**Signature of Reporting Person Date

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

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