FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SCHERING PLOUGH CORP [ SGP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/01/2003 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Shares | 12/01/2003 | M | 9,280 | A | (1) | 43,663(2) | D | |||
Common Shares | 12/01/2003 | F | 3,384 | D | $16.63 | 40,279 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Deferred Stock Unit Award | $0.00(3) | 12/01/2003 | M | 9,280 | (4) | (5) | Common Shares | 9,280 | (6) | 17,920 | D | ||||
Option (right to buy) | $38.13 | (8) | 02/22/2008 | Common Shares | 23,600 | 23,600 | D | ||||||||
Option (right to buy) | $53.06 | (8) | 02/21/2009 | Common Shares | 15,800 | 15,800 | D | ||||||||
Option (right to buy) | $37.75 | (8) | 02/21/2010 | Common Shares | 15,800 | 15,800 | D | ||||||||
Option (right to buy) | $45.04 | (9) | 09/24/2010(12) | Common Shares | 85,000 | 85,000 | D | ||||||||
Option (right to buy) | $40.05 | (8) | 02/25/2011 | Common Shares | 24,300 | 24,300 | D | ||||||||
Option (right to buy) | $34.68 | (8) | 02/24/2012 | Common Shares | 24,300 | 24,300 | D | ||||||||
Option (right to buy) | $14.81 | (7) | 12/10/2005(11) | Common Shares | 128,000 | 128,000 | D | ||||||||
Option (right to buy) | $17.85 | 02/25/2004 | 02/23/2013 | Common Shares | 21,100 | 21,100 | D | ||||||||
Option (right to buy) | $17.85 | (10) | 02/23/2013 | Common Shares | 24,100 | 24,100 | D |
Explanation of Responses: |
1. Not Applicable. |
2. Ms. Foster's last day of work at the Issuer was 10/31/03. |
3. Not Applicable. |
4. Not Applicable. |
5. Not Applicable. |
6. Not Applicable. |
7. Options were granted on December 11, 1995 and are exercisable in twenty percent increments on December 12 of each 2000, 2001, 2002, 2003 and 2004. |
8. These options are currently exercisable. |
9. Options were granted on September 25, 2000 and are exercisable in one-third increments on September 26 of each 2003, 2004 and 2005. |
10. Options were granted on February 24, 2003 and are exercisable in one-third increments on February 25 of each 2004, 2005 and 2006. |
11. The terms of the option grant provide that in the event of retirement under a retirement plan of the Issuer or a subsidiary: (i) on or after normal retirement date, 100% of the shares granted hereby shall become fully exercisable as of such retirement date; or (ii) on an early retirement date, the shares granted hereby shall become exercisable only to the extent approved by the Committee but in no event shall shares be exercisable hereunder if such early retirement is prior to December 12, 1996. |
12. The terms of the option grant provide that in the event of retirement under a retirement plan of the Issuer or a subsidiary: (i) on or after normal retirement date, the shares granted hereby shall continue to vest according to the schedule in footnote 9; or (ii) on an early retirement date, the shares granted hereby shall become exercisable only to the extent approved by the Committee but in no event shall shares be exercisable hereunder if such early retirement date is prior to September 26, 2003. |
Remarks: |
/s/ Foster, Geraldine U. | 12/23/2003 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |