0001127602-24-004729.txt : 20240213 0001127602-24-004729.hdr.sgml : 20240213 20240213170243 ACCESSION NUMBER: 0001127602-24-004729 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240208 FILED AS OF DATE: 20240213 DATE AS OF CHANGE: 20240213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jackson Blair Curtis CENTRAL INDEX KEY: 0001842348 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35299 FILM NUMBER: 24628018 MAIL ADDRESS: STREET 1: 852 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alkermes plc. CENTRAL INDEX KEY: 0001520262 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 981007018 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: CONNAUGHT HOUSE STREET 2: 1 BURLINGTON ROAD CITY: DUBLIN 4 STATE: L2 ZIP: 00000 BUSINESS PHONE: 00-353-1-772-8000 MAIL ADDRESS: STREET 1: CONNAUGHT HOUSE STREET 2: 1 BURLINGTON ROAD CITY: DUBLIN 4 STATE: L2 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: ANTLER SCIENCE TWO PLC DATE OF NAME CHANGE: 20110804 FORMER COMPANY: FORMER CONFORMED NAME: Antler Science Two Ltd DATE OF NAME CHANGE: 20110509 4 1 form4.xml PRIMARY DOCUMENT X0508 4 2024-02-08 0001520262 Alkermes plc. ALKS 0001842348 Jackson Blair Curtis 900 WINTER ST. WALTHAM MA 02451 1 EVP, Chief Operating Officer 0 Ordinary Shares 2024-02-08 4 A 0 36835 A 150952 D Ordinary Shares 2024-02-08 4 F 0 11007 26.77 D 139945 D Employee Stock Option (Right to Buy) 46.24 2023-11-17 5 J 0 E 599 46.24 A 2024-03-03 Ordinary Shares 599 30599 D Employee Stock Option (Right to Buy) 69.83 2023-11-17 5 J 0 E 469 69.83 A 2025-02-26 Ordinary Shares 469 23969 D Employee Stock Option (Right to Buy) 31.64 2023-11-17 5 J 0 E 899 31.64 A 2026-03-01 Ordinary Shares 899 45899 D Employee Stock Option (Right to Buy) 53.50 2023-11-17 5 J 0 E 699 53.50 A 2027-02-17 Ordinary Shares 699 35699 D Employee Stock Option (Right to Buy) 65.94 2023-11-17 5 J 0 E 759 65.94 A 2028-02-16 Ordinary Shares 759 38759 D Employee Stock Option (Right to Buy) 31.93 2023-11-17 5 J 0 E 1489 31.93 A 2029-02-21 Ordinary Shares 1489 75989 D Employee Stock Option (Right to Buy) 20.03 2023-11-17 5 J 0 E 1534 20.03 A 2030-02-20 Ordinary Shares 1534 78287 D Restricted Stock Unit Award 2023-11-17 5 J 0 E 91 A Ordinary Shares 91 4680 D Employee Stock Option (Right to Buy) 19.34 2023-11-17 5 J 0 E 3102 19.34 A 2031-02-22 Ordinary Shares 3102 158221 D Restricted Stock Unit Award 2023-11-17 5 J 0 E 380 A Ordinary Shares 380 19387 D Employee Stock Option (Right to Buy) 24.59 2023-11-17 5 J 0 E 2790 24.59 A 2032-02-18 Ordinary Shares 2790 142344 D Restricted Stock Unit Award 2023-11-17 5 J 0 E 523 A Ordinary Shares 523 26690 D Employee Stock Option (Right to Buy) 26.82 2023-11-17 5 J 0 E 2741 26.82 A 2033-02-23 Ordinary Shares 2741 139803 D Restricted Stock Unit Award 2023-11-17 5 J 0 E 685 A Ordinary Shares 685 34951 D Late filing due to administrative error. These ordinary shares were acquired by the reporting person as a result of the vesting of performance-vesting restricted stock unit awards granted to the reporting person on February 22, 2021 with a three-year performance period that ended on December 31, 2023 (the "2021 PRSUs"). The vesting of this portion of the 2021 PRSUs was triggered by the determination of achievement of certain pre-specified performance goals and application of a total shareholder return modifier and represents the final vesting event under the 2021 PRSUs. Represents an equity award granted prior to the separation of the issuer's oncology business into Mural Oncology plc (the "Separation"), as adjusted on November 17, 2023 in connection with the Separation (in order to preserve the value associated with the original award) based on the equity adjustment terms set forth in the Employee Matters Agreement filed by the issuer as Exhibit 10.2 to its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on November 15, 2023. The exercise price (if any) of the adjusted award is shown in Boxes 2 and 8, the number of shares subject to the adjusted award is shown in Box 9 and the number of shares added to the award pursuant to the adjustment is shown in Box 5. These options are fully vested in accordance with their terms. Shares subject to the stock option award vest and become exercisable in four equal annual installments commencing on 2/20/2021. Each restricted stock unit represents a contingent right to receive one ordinary share. Shares subject to the restricted stock unit award vest in four equal annual installments, commencing on 2/20/2021. Shares underlying the stock option vest and become exercisable in four equal annual installments commencing on 2/22/2022. Shares subject to the restricted stock unit award vest in four equal annual installments, commencing on 2/22/2022. Shares underlying the stock option vest and become exercisable in four equal annual installments commencing on 2/18/2023. Shares subject to the restricted stock unit award vest in four equal annual installments, commencing on 2/18/2023. Shares underlying the stock option vest and become exercisable in four equal annual installments commencing on 2/23/2024. Shares subject to the restricted stock unit award vest in four equal annual installments, commencing on 2/23/2024. EXHIBIT LIST: Exhibit 24.1 - Power of Attorney /s/ Shantale Greenson, attorney-in-fact for Blair C. Jackson 2024-02-13 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): POA FEBRUARY 2024 EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned hereby revokes all powers of attorney relating to the following matters and constitutes and appoints each of Samuel Parisi, Shantale Greenson, Stephanie Roche, Rob Puopolo and Jeffrey Geary, and any one of them acting singly, as true and lawful attorneys-in-fact and agents, with the full power of substitution and resubstitution, for the undersigned and in the undersigned?s name, place and stead, in any and all capacities (until revoked in writing) to: (1) prepare, execute in the undersigned?s name and on the undersigned?s behalf, and submit to the U.S. Securities and Exchange Commission (?SEC?) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?) or any rules or regulations of the SEC; (2) prepare, execute, acknowledge, deliver and file for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Alkermes plc, an Irish corporation, or its subsidiaries (together, the ?Company?), Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Exchange Act and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to prepare, execute, acknowledge, deliver and file any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority including, if necessary, non-U.S. regulators; (4) seek or obtain, as the undersigned?s representative and on the undersigned?s behalf, information on transactions in the Company?s securities from any third party, including without limitation brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (5) perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither the Company nor such attorneys-in-fact assume any liability or obligation for the undersigned in connection with the matters covered hereby, including without limitation (i) any liability for the undersigned?s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned?s obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned undertakes and agrees to indemnify the attorneys-in-fact against all actions, claims, demands, proceedings, costs, charges, expenses and other liabilities whatsoever which may be made against the attorneys-in-fact, or for which the attorneys-in-fact may become liable, by reason of acting pursuant to this Power of Attorney and the attorneys-in-fact shall not be liable to the undersigned for any loss or damage occurring as a result of any act or omission made by the attorneys-in-fact in good faith by reason of acting pursuant to this Power of Attorney. The undersigned hereby gives and grants the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorneys-in-fact of, for and on behalf of the undersigned, will lawfully do or cause to be done by virtue of this Power of Attorney. This Power of Attorney will remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned?s holdings of and transactions in securities issued by Alkermes plc, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney will be governed by the laws of the State of New York, without regard to its choice of law provisions. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date set forth below. Date: February 5, 2024 Signed: /s/ Blair C. Jackson Name: Blair C. Jackson