SEC FORM 4

SEC Form 4

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^*

GALLAGHER MICHAEL R

(Last)

(First)

(Middle)

1 GRAND CANAL SQUARE, DOCKLANDS

(Street)

DUBLIN 2

00000

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Actavis plc [ ACT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares, par value $0.0001	03/17/2015		A		1,032⁽¹⁾	A	⁽¹⁾	1,032	D
Ordinary Shares, par value $0.0001	03/17/2015		A		10,165⁽¹⁾⁽²⁾	A	⁽¹⁾	10,165	I	By Irrevocable Trust
Ordinary Shares, par value $0.0001	03/17/2015		A		1,767⁽¹⁾⁽³⁾	A	⁽¹⁾	1,767	I	By Gallagher Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Share Units	⁽⁴⁾	03/17/2015		A		17,641⁽⁵⁾		⁽⁶⁾	⁽⁶⁾	Ordinary Shares	17,641	$0.00	17,641	D

Explanation of Responses:

1. On March 17, 2015, Actavis plc (the "Issuer") acquired Allergan, Inc. ("Allergan") through a series of merger transactions which resulted in Allergan becoming an indirect wholly-owned subsidiary of the Issuer (the "Merger"). In connection with the Merger, each share of Allergan common stock held by the Reporting Person was exchanged for $129.22 in cash plus 0.3683 of an Actavis ordinary share.

2. Shares held by the Gallagher 2012 Irrevocable Trust. Reporting Person is not a trustee but retains voting and dispositive power.

3. Shares held by the Gallagher Family Trust. Reporting Person is trustee of the Gallagher Family Trust.

4. Converts to Actavis ordinary shares on a 1-for-1 basis.

5. Phantom Share Units acquired under the Allergan, Inc. Deferred Directors' Fee Program. In connection with the Merger, each Allergan phantom stock unit was converted into a number of Actavis Phantom Share Units equal to the product of (i) the number of shares of Allergan common stock underlying the Allergan phantom stock unit and (ii) 0.8076, rounded up to the nearest whole share if half a share or more or down to the nearest whole share if less than half a share.

6. Phantom Share Units are to be settled 100% in ordinary shares of the Issuer upon termination of the Reporting Person's service on the Issuer's board of directors.

Remarks:

	/s/ A. Robert D. Bailey, Attorney-in-Fact for the Reporting Person	03/19/2015
	** 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).
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