0001127602-13-035323.txt : 20131220
0001127602-13-035323.hdr.sgml : 20131220
20131220110025
ACCESSION NUMBER: 0001127602-13-035323
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20131218
FILED AS OF DATE: 20131220
DATE AS OF CHANGE: 20131220
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PERRIGO Co plc
CENTRAL INDEX KEY: 0001585364
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: L2
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: TREASURY BUILDING
STREET 2: LOWER GRAND CANAL STREET
CITY: DUBLIN
STATE: L2
ZIP: 2
BUSINESS PHONE: 269-673-8451
MAIL ADDRESS:
STREET 1: 515 EASTERN AVENUE
CITY: ALLEGAN
STATE: MI
ZIP: 49010
FORMER COMPANY:
FORMER CONFORMED NAME: PERRIGO Co Ltd
DATE OF NAME CHANGE: 20130828
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stewart Michael Robert
CENTRAL INDEX KEY: 0001398380
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 333-190859
FILM NUMBER: 131290367
MAIL ADDRESS:
STREET 1: C/O PERRIGO COMPANY
STREET 2: 515 EASTERN AVE.
CITY: ALLEGAN
STATE: MI
ZIP: 49010
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2013-12-18
0001585364
PERRIGO Co plc
PRGO
0001398380
Stewart Michael Robert
C/O PERRIGO COMPANY
515 EASTERN AVENUE
ALLEGAN
MI
49010
1
Sr. VP Global Human Resources
Ordinary Shares
2013-12-18
4
A
0
3055.784
A
3055.784
I
By 401(k) Plan
Restricted Stock Units
0
2013-12-18
4
A
0
552
A
2015-08-23
2015-08-23
Ordinary Shares
552
552
D
Restricted Stock Units
0
2013-12-18
4
A
0
693
A
2016-08-22
2016-08-22
Ordinary Shares
693
693
D
Restricted Stock Units
0
2013-12-18
4
A
0
794
A
2014-08-23
2014-08-23
Ordinary Shares
794
794
D
Employee Stock Option Right to Buy
90.65
2013-12-18
4
A
0
1073
A
2021-08-23
Ordinary Shares
1073
1073
D
Employee Stock Option Right to Buy
108.62
2013-12-18
4
A
0
2242
A
2022-08-23
Ordinary Shares
2242
2242
D
Employee Stock Option Right to Buy
119.78
2013-12-18
4
A
0
3240
A
2023-08-22
Ordinary Shares
3240
3240
D
Represents shares of Perrigo Company ("Perrigo") acquired in connection with the merger of a wholly-owned subsidiary of Perrigo Company plc ("New Perrigo") with and into Perrigo Company ("Perrigo"), with Perrigo surviving the merger as a wholly-owned subsidiary of New Perrigo ("the Merger"), in exchange for cash and ordinary shares of New Perrigo, which was consummated after and conditioned on New Perrigo' s acquisition of Elan Corporation plc, by means of a "scheme of arrangement", an Irish statutory procedure under the Companies Act of 1963. At the effective time of the Merger, each Perrigo common share was cancelled and converted into the right to receive one New Perrigo ordinary share and $0.01 in cash.
These restricted stock units, which settle on August 23, 2015, were received in the Merger and represent the conversion of 552 Perrigo restricted stock units. These New Perrigo restricted stock units have the same terms and conditions as the original Perrigo restricted stock units.
These restricted stock units, which settle on August 22, 2016, were received in the Merger and represent the conversion of 693 Perrigo restricted stock units. These New Perrigo restricted stock units have the same terms and conditions as the original Perrigo restricted stock units.
These restricted stock units, which settle on August 23, 2014, were received in the Merger and represent the conversion of 794 Perrigo restricted stock units. These New Perrigo restricted stock units have the same terms and conditions as the original Perrigo restricted stock units.
This option to purchase 1,073 New Perrigo ordinary shares for $90.65 per share, which vests on August 23, 2014, was received in the Merger and represents the conversion of an option to purchase 1,073 Perrigo common stock shares for $90.65 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.
This option to purchase 2,242 New Perrigo ordinary shares for $108.62 per share, which vests in two equal installments beginning on August 23, 2014, was received in the Merger and represents the conversion of an option to purchase 2,242 Perrigo common stock shares for $108.62 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.
This option to purchase 3,240 New Perrigo ordinary shares for $119.78 per share, which vests in three equal installments beginning on August 22, 2014, was received in the Merger and represents the conversion of an option to purchase 3,240 Perrigo common stock shares for $119.78 per share. This New Perrigo stock option has the same terms and conditions as the original Perrigo stock option.
/s/ Penny Bursma, attorney-in-fact for Mr. Michael R. Stewart
2013-12-20