FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/29/2007 |
3. Issuer Name and Ticker or Trading Symbol
Covidien Ltd. [ COV ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Shares | 61,417(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (Right to Buy) | (2) | 11/21/2015 | Common Shares | 62,187 | $36.9903 | D | |
Stock Option (Right to Buy) | (2) | 03/06/2015 | Common Shares | 24,874 | $45.447 | D | |
Stock Option (Right to Buy) | (2) | 03/09/2015 | Common Shares | 62,187 | $45.6575 | D |
Explanation of Responses: |
1. Includes 45,000 shares distributed to the Reporting Person in connection with pro-rata distribution of the shares of Covidien Ltd. ("Company") to the stockholders of Tyco International Ltd. Pursuant to the exemption under Section 16a-9(a) of the Securities Exchange Act of 1934, this transaction is not required to be reported. The remainder consists of previously granted Restricted Stock Unit (RSU) awards adjusted pursuant to the terms of the original grant agreement to reflect the separation and distribution of Covidien Ltd. by and from Tyco International Ltd. on June 29, 2007. Upon vesting, the RSUs convert to Common Shares. The Reporting Person receives dividend equivalent stock units on the RSUs. |
2. Consists of previously granted stock options adjusted pursuant to the terms of the original grant agreement to reflect the separation and distribution of Covidien Ltd. by and from Tyco International Ltd. on June 29, 2007. The stock option vests and is exercisable on the schedule set forth in the original grant agreement. Generally options are fully exercisable on the fourth anniversary of the original grant date and expire on the ten year anniversary date of the original grant date. |
Remarks: |
coughlinpoa.TXT |
By: John W. Kapples, Attorney in Fact | 07/03/2007 | |
** 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 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). | ||
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. |