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
ENDO PHARMACEUTICALS HOLDINGS INC [ ENDP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/06/2011 | ||||||||||||||||||||||||||
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 Stock, par value, $.01 per share | 07/06/2011 | M | 20,588 | A | $16.47 | 20,588(1) | D | |||
Common Stock, par value, $.01 per share | 07/06/2011 | S | 20,588 | D | $41.17(2) | 0(1) | 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 | ||||||||
2000 Stock Incentive Plan Stock Options (NQ) | $16.47 | 07/06/2011 | M | 20,588 | (3) | 08/11/2014 | Common Stock | 20,588 | $0.00(4) | 20,588 | D |
Explanation of Responses: |
1. In December 2010, in connection with her personal financial planning, Ms. Manogue established a 10b5-1 pre-set selling program (the "Manogue Pre-Set Selling Program"). The Manogue Pre-Set Selling Program will expire on December 31, 2011. Prior to the transaction reported on this Form 4, there remained 55,588 of the shares underlying Ms. Manogue's stock options in the Manogue Pre-Set Selling Program. Following the transaction reported on this Form 4, there will be 35,000 shares (underlying options) in the Manogue Pre-Set Selling Program as of July 7, 2011. |
2. This represents the average price at which Ms. Manogue's common shares were sold on July 6, 2011. |
3. Ms. Manogue's stock options that were granted under the 2000 Stock Incentive Plan on August 11, 2004, are generally exercisable 25% per year on each of August 11, 2005, August 11, 2006, August 11, 2007 and August 11, 2008. |
4. These securities were granted to Ms. Manogue in 2004 in consideration of her services as the Executive Vice President, Chief Legal Officer & Secretary of Endo Pharmaceuticals Holdings Inc. |
Remarks: |
/s/ Caroline B. Manogue | 07/07/2011 | |
** 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. |