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Teva Pharmaceutical Industries Ltd.

Major Shareholding Notification Mar 9, 2022

7082_rns_2022-03-08_36389151-4908-4aa5-80c7-36336ec06d5c.pdf

Major Shareholding Notification

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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 Form 5 obligations may

Instruction 1(b).

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

Fridriksdottir 1. Name and Address of Reporting Person
Hafrun
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)
03/04/2022
Officer (give title below)____ Other (specify below)
X
Executive VP, Global R&D
(Street)
Tel Aviv
L3
6944020
(City)
(State)
(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
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
(Month/Day/Year) Code V Amount (A)
or (D)
Price (Instr. 3 and 4) Direct (D)
or Indirect
(I)
(Instr. 4)
Ownership
(Instr. 4)
(1)
Ordinary Shares
03/04/2022 M 51,488 A (2) 116,996.514 D
(1)
Ordinary Shares
03/04/2022 (3)
S
18,020
(4)
D \$7.4825
(5)
98,976.514 D
(1)
Ordinary Shares
03/04/2022 M 18,905 A (2) 117,881.514 D
(1)
Ordinary Shares
03/04/2022 (3)
S
6,618
(4)
D \$7.4825
(5)
111,263.514 D
(1)
Ordinary Shares
03/05/2022 M 23,764 A (2) 135,027.514 D
(1)
Ordinary Shares
03/07/2022 (3)
S
8,941
(4)
D \$7.3667
(6)
126,086.514 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
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
10.
Ownership
Form of
Derivative
Security:
11. Nature
of Indirect
Beneficial
Ownership
(Instr. 4)
Security Code V (A) (D) Date
Exercisable
Expiration
Date
Title Amount or
Number of
Shares
Following
Reported
Transaction(s)
(Instr. 4)
Direct (D)
or Indirect
(I)
(Instr. 4)
Restricted
Share
Units
(2) 03/04/2022 M 51,488 (7) (7) Ordinary
Shares
(1)
51,488 \$
0
0 D
Restricted
Share
Units
(2) 03/04/2022 M 18,905 (8) (8) Ordinary
Shares
(1)
18,905 \$
0
18,906 D
Restricted
Share
Units
(2) 03/04/2022 A 140,750 (9) (9) Ordinary
Shares
(1)
140,750 \$
0
140,750 D
Restricted
Share
Units
(2) 03/05/2022 M 23,764 (10) (10) Ordinary
Shares
(1)
23,764 \$
0
71,293 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) 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.
  • (5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from \$7.40 to \$7.60, 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.
  • (6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from \$7.30 to \$7.49, 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.
  • (7) Restricted share units were received on February 8, 2022 upon satisfaction of performance criteria and vested on March 4, 2022.
  • (8) Restricted share units were granted on March 4, 2019, with 18,905 having vested on each of March 4, 2021 and March 4, 2022, and 18,906 vesting on March 4, 2023.
  • (9) Restricted share units were granted on March 4, 2022, with 35,187 vesting on each of March 4, 2023, March 4, 2024 and March 4, 2025, and 35,189 vesting on March 4, 2026.
  • (10) Restricted share units were granted on March 5, 2021, with 23,764 having vested on March 5, 2022, 23,764 vesting on each of March 5, 2023 and March 5, 2024, and 23,765 vesting on March 5, 2025.
/s/ Dov Bergwerk as attorney-in-fact for Hafrun 03/08/2022
Fridriksdottir

**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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