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PERRIGO Co plc — Director's Dealing 2013
Dec 20, 2013
31387_dirs_2013-12-20_a3cb71c0-c4d4-48f9-bd84-ce8287f83e15.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: PERRIGO Co plc (PRGO)
CIK: 0001585364
Period of Report: 2013-12-18
Reporting Person: Jamison Scott F (Executive Vice President PBM)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2013-12-18 | Ordinary Shares | A | 2799 | — | Acquired | 2799 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2013-12-18 | Restricted Stock Units | $0 | A | 552 | Acquired | 2015-08-23 | Ordinary Shares (552) | Direct |
| 2013-12-18 | Restricted Stock Units | $0 | A | 693 | Acquired | 2016-08-22 | Ordinary Shares (693) | Direct |
| 2013-12-18 | Restricted Stock Units | $0 | A | 794 | Acquired | 2014-08-23 | Ordinary Shares (794) | Direct |
| 2013-12-18 | Employee Stock Option Right to Buy | $58.82 | A | 1025 | Acquired | 2020-08-19 | Ordinary Shares (1025) | Direct |
| 2013-12-18 | Employee Stock Option Right to Buy | $90.65 | A | 3220 | Acquired | 2021-08-23 | Ordinary Shares (3220) | Direct |
| 2013-12-18 | Employee Stock Option Right to Buy | $119.78 | A | 3240 | Acquired | 2023-08-22 | Ordinary Shares (3240) | Direct |
| 2013-12-18 | Employee Stock Option Right to Buy | $108.62 | A | 3363 | Acquired | 2022-08-23 | Ordinary Shares (3363) | Direct |
Footnotes
F1: Represents shares of Perrigo Company ("Perrigo") acquired in connection with the merger of a wholly-owned subsidiary of Perrigo Company plc ("New Perrigo") with and into Perrigo Company ("Perrigo"), with Perrigo surviving the merger as a wholly-owned subsidiary of New Perrigo ("the Merger"), in exchange for cash and ordinary shares of New Perrigo, which was consummated after and conditioned on New Perrigo' s acquisition of Elan Corporation plc, by means of a "scheme of arrangement", an Irish statutory procedure under the Companies Act of 1963. At the effective time of the Merger, each Perrigo common share was cancelled and converted into the right to receive one New Perrigo ordinary share and $0.01 in cash.
F2: These restricted stock units, which vest on August 23, 2015, were received in the Merger and represent the conversion of 552 Perrigo restricted stock units. These New Perrigo restricted stock units have the same terms and conditions as the original Perrigo restricted stock units.
F3: These restricted stock units, which vest on August 22, 2016, were received in the Merger and represents the conversion of 693 Perrigo restricted stock units. These New Perrigo restricted stock units have the same terms and conditions as the original Perrigo restricted stock units.
F4: These restricted stock units, which settle on August 23, 2014, were received in the Merger and represent the conversion of 794 Perrigo restricted stock units. These New Perrigo restricted stock units have the same terms and conditions as the original Perrigo restricted stock units.
F5: This option to purchase 1,025 New Perrigo ordinary shares for $58.82 per share, which vests in three equal installments beginning on August 19, 2011, was received in the Merger and represents the conversion of an option to purchase 1,025 Perrigo common stock for $58.82
per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.
F6: This option to purchase 3,220 New Perrigo ordinary shares for $90.65 per share, which vests in three equal installments beginning on August 23, 2012, was received in the Merger and represents the conversion of an option to purchase 3,220 Perrigo common stock for $90.65
per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.
F7: This option to purchase 3,240 New Perrigo ordinary shares for $119.78 per share, which vests in three equal installments beginning on August 22, 2014, was received in the Merger and represents the conversion of an option to purchase 3,240 Perrigo common stock for $119.78
per share, This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.
F8: This option purchase 3,363 New Perrigo ordinary shares for $108.62 per share, which vests in three equal installments beginning on August 23, 2013, was received in the Merger and represents the conversion of an option to purchase 3,363 Perrigo common stock for $108.62
per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.