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
IVAX CORP [ IVX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/12/2005 | ||||||||||||||||||||||||||
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, $.10 par value per share | 04/12/2005 | 04/12/2005 | M(1) | 351,563 | A | $3.81 | 31,058,004 | I | Frost Gamma Investments Trust(2) | |
Common Stock, $.10 par value per share | 7,545,250 | I | Frost Nevada Investments Trust(3) | |||||||
Common Stock, $.10 par value per share | 382,107 | I | By Wife(4) | |||||||
Common Stock, $.10 par value per share | 3,847 | I | 401(k) | |||||||
Common Stock, $.10 par value per share | 406,250 | I | Frost Alpha Investments Trust(5) | |||||||
Common Stock, $.10 par value per share | 937 | D(6) |
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 | ||||||||
Option to Buy Common Stock(7) | $3.81 | 04/12/2005 | 04/12/2005 | M | 351,563 | 07/31/2002(8) | 07/30/2005 | Common Stock | 351,563 | $0 | 0 | D |
Explanation of Responses: |
1. These shares were acquired by Dr. Frost upon exercise of stock options and were registered in the name of and transferred to Frost Gamma Investments Trust on 04/12/2005. |
2. These assets are held by Frost Gamma Investments Trust, of which the reporting person is the trustee and Frost Gamma Limited Partnership is the sole and exclusive beneficiary. The reporting person is the sole limited partner of Frost Gamma Limited Partnership. The general partner of Frost Gamma Limited Partnership is Frost Gamma, Inc. and the sole shareholder of Frost Gamma, Inc. is Frost-Nevada Corporation. The reporting person is also the sole shareholder of Frost-Nevada Corporation. |
3. These assets are held by Frost Nevada Investments Trust, of which the reporting person is the trustee and Frost-Nevada Limited Partnership is the sole and exclusive beneficiary. The reporting person is the sole shareholder of Frost-Nevada Corporation, the sole general partner of Frost-Nevada Limited Partnership. |
4. Pursuant to Rule 16a-1(a)4, the reporting person disclaims beneficial ownership of these shares. |
5. These assets are held by Frost Alpha Investments Trust, of which the reporting person is the trustee and Frost Alpha Limited Partnership is the sole and exclusive beneficiary. Frost-Nevada Corporation is the sole member of Frost Alpha LLC, which is the sole general partner of Frost Alpha Limited Partnership. The reporting person is the sole shareholder of Frost-Nevada Corporation. |
6. These shares are jointly owned by the reporting person and Patricia Frost, his wife. |
7. The exercise price and the number of shares has been restated to reflect the effect of a 3-for2 stock split, 5-for-4 stock split and a 5-for-4 stock split effected by the issuer on February 22, 2000, May 18, 2001 and August 24, 2004, respectively. |
8. These options vested over a four-year period as follows: 87,891 were exercisable on 07/31/99; 87,891 were exercisable on 07/31/00; 87,891 were exercisable on 07/31/01 and the remaining 87,890 were exercisable on 07/31/02 |
/s/ Phillip Frost, M.D. | 04/13/2005 | |
** 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. |