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Teva Pharmaceutical Industries Ltd.

Regulatory Filings Oct 18, 2023

7082_rns_2023-10-18_9b06cb36-2ba7-48dd-ae7f-9227df10994b.pdf

Regulatory Filings

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FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

OMB APPROVAL

OMB Number: 3235-0104
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INITIAL STATEMENT OF 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 2. Date of Event Requiring 3. Issuer Name and Ticker or Trading Symbol
Bergwerk Dov Statement (Month/Day/Year) Teva Pharmaceutical Industries Ltd. [TEVA]
(Last)
(First)
(Middle)
C/O Teva Pharmaceutical Industries
Ltd.,, 124 Dvora Hanevi'a Street
10/13/2023 4. Relationship of Reporting Person(s) to
Issuer
(Check all applicable)
5. If Amendment, Date Original
Filed(Month/Day/Year)
(Street)
Tel Aviv
(City)
L3
(State)
6944020
(Zip)
_ Director
_ 10% Owner
____ Other (specify
X Officer (give title
below)
below)
Acting Chief Legal Officer
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 Beneficially Owned
1.Title of Security
(Instr. 4)
Owned
(Instr. 4)
2. Amount of Securities Beneficially 3. Ownership
Form: Direct (D)
or Indirect (I)
(Instr. 5)
(Instr. 5) 4. Nature of Indirect Beneficial Ownership

Ordinary Shares (1) 90,330 D

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

1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and
Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities
Underlying Derivative Security
(Instr. 4)
4. Conversion or
Exercise Price of
Derivative
5. Ownership
Form of
Derivative
6. Nature of Indirect Beneficial
Ownership
(Instr. 5)
Date
Exercisable
Expiration
Amount or
Title
Date
Number of Shares Security Security: Direct
(D) or Indirect (I)
(Instr. 5)
Restricted Share Units (2) (2) Ordinary
(1)
Shares
6,653 (3) D
Restricted Share Units (4) (4) Ordinary
(1)
Shares
14,587 (3) D
Restricted Share Units (5) (5) Ordinary
(1)
Shares
32,036 (3) D
Restricted Share Units (6) (6) Ordinary
(1)
Shares
31,075 (3) D
Stock Options (right to buy) (7) 03/12/2024 Ordinary
(1)
Shares
7,501 \$48.76 D
Stock Options (right to buy) (8) 03/12/2025 Ordinary
(1)
Shares
12,753 \$60.21 D
Stock Options (right to buy) (9) 03/17/2026 Ordinary
(1)
Shares
12,754 \$53.5 D
Stock Options (right to buy) (10) 03/03/2027 Ordinary
(1)
Shares
17,505 \$34.7 D
Stock Options (right to buy) (11) 05/24/2027 Ordinary
(1)
Shares
8,755 \$28.98 D
Stock Options (right to buy) (12) 03/02/2028 Ordinary
(1)
Shares
27,501 \$19.16 D
Stock Options (right to buy) (13) 09/18/2027 Ordinary
(1)
Shares
7,010 \$16.99 D

Explanation of Responses:

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

  • (2) Restricted share units were granted on February 28, 2020, with 6,653 vesting on February 28, 2024.
  • (3) 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.
  • (4) Restricted share units were granted on March 5, 2021, with 7,293 vesting on March 5, 2024 and 7,294 vesting on March 5, 2025.
  • (5) Restricted share units were granted on March 4, 2022, with 10,678 vesting on each of March 4, 2024 and March 4, 2025 and 10,680 vesting on March 4, 2026.
  • (6) Restricted share units were granted on March 3, 2023, with 7,768 vesting on each of March 3, 2024, March 3, 2025 and March 3, 2026 and 7,771 vesting on March 3, 2027.
  • (7) Stock options were granted on March 12, 2014, with 2,500 having vested on each of March 12, 2015 and March 12, 2016 and 2,501 having vested on March 12, 2017.
  • (8) Stock options were granted on March 12, 2015, with 3,188 having vested on each of March 12, 2016, March 12, 2017 and March 12, 2018 and 3,189 having vested on March 12, 2019.
  • (9) Stock options were granted on March 17, 2016, with 3,188 having vested on each of March 17, 2017, March 17, 2018 and March 17, 2019 and 3,190 having vested on March 17, 2020.
  • (10) Stock options were granted on March 3, 2017, with 4,376 having vested on each of March 3, 2018, March 3, 2019 and March 3, 2020 and 4,377 having vested on March 3, 2021.
  • (11) Stock options were granted on May 24, 2017, with 2,188 having vested on each of May 24, 2018, May 24, 2019 and May 24, 2020 and 2,191 having vested on May 24, 2021.
  • (12) Stock options were granted on March 2, 2018, with 6,875 having vested on each of March 2, 2019, March 2, 2020 and March 2, 2021 and 6,876 having vested on March 2, 2022.
  • (13) Restricted share units were granted on September 18, 2017, with 3,505 having vested on each of September 18, 2018 September 18, 2019.

/s/ Dov Bergwerk 10/18/2023 **Signature of Reporting Person Date

* If the form is filed by more than one reporting person, see Instruction 5(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).

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.

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

POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints Shira Aran-Porat and Matan Kimchi signing singly, as the undersigneds true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Teva Pharmaceutical Industries Limited, a company incorporated under the law of Israel, or any successor thereto (the "Company"), with the U.S. Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act");

(2) seek or obtain, as the undersigneds representative and on the undersigneds behalf, information of transactions in the Companys securities from any third-party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

(3) perform any and all other acts which in the discretion of such attorney-in-fact is necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared, executed, acknowledged and/or delivered by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigneds responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

(4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigneds obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of October, 2023.

By: /s/ Dov Bergwerk Name: Dov Bergwerk Title: Acting Chief Legal Officer

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