0001593034-20-000014.txt : 20200225 0001593034-20-000014.hdr.sgml : 20200225 20200225164416 ACCESSION NUMBER: 0001593034-20-000014 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200221 FILED AS OF DATE: 20200225 DATE AS OF CHANGE: 20200225 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coleman Blaise CENTRAL INDEX KEY: 0001689280 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36326 FILM NUMBER: 20651428 MAIL ADDRESS: STREET 1: 12 WILLING WAY CITY: MALVERN STATE: PA ZIP: 19355 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Endo International plc CENTRAL INDEX KEY: 0001593034 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 680683755 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: MINERVA HOUSE, SIMMONSCOURT ROAD STREET 2: BALLSBRIDGE CITY: DUBLIN 4 STATE: L2 ZIP: 00000 BUSINESS PHONE: 353-1-268-2000 MAIL ADDRESS: STREET 1: MINERVA HOUSE, SIMMONSCOURT ROAD STREET 2: BALLSBRIDGE CITY: DUBLIN 4 STATE: L2 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: Endo International Ltd DATE OF NAME CHANGE: 20131203 FORMER COMPANY: FORMER CONFORMED NAME: Sportwell Ltd DATE OF NAME CHANGE: 20131126 4 1 wf-form4_158266703869234.xml FORM 4 X0306 4 2020-02-21 0 0001593034 Endo International plc ENDP 0001689280 Coleman Blaise C/O ENDO INTERNATIONAL PLC FIRST FL, MINERVA HOUSE, SIMMONSCOURT RD BALLSBRIDGE, DUBLIN L2 IRELAND 0 1 0 0 EVP, Chief Financial Officer Ordinary Shares 2020-02-21 4 F 0 3121 6.19 D 118059 D Ordinary Shares 2020-02-23 4 F 0 105 6.19 D 118329 D Stock Incentive Plan Performance Share Units 2020-02-25 4 M 0 33169 0 D 144226 D Ordinary Shares 2020-02-25 4 M 0 30395 0 A 148724 D Ordinary Shares 2020-02-25 4 F 0 8579 6.19 D 140145 D Thirty-three and one-third percent (33 1/3%) of Mr. Coleman's February 21, 2017 grant of restricted stock units (RSUs) vested on February 21, 2020. These shares represent stock withheld by Endo International plc to satisfy Mr. Coleman's tax withholding obligations on shares acquired upon vesting of RSUs. Represents the vesting price which is the average of the high and low share price on February 21, 2020. Twenty-five percent (25%) of Mr. Coleman's February 23, 2016 grant of RSUs vested on February 23, 2020. Represents the vesting price which is the average of the high and low share price on February 21, 2020, the last trading day prior to vesting. On February 25, 2020, based on performance against target levels with respect to Mr. Coleman's February 21, 2017 grant of performance share units, these awards were released and the performance share units were converted into 30,395 ordinary shares. Of this amount, 8,579 ordinary shares were withheld by Endo International plc to satisfy Mr. Coleman's tax withholding obligations on shares acquired upon vesting, with the remainder transferred to Mr. Coleman. Represents the target number of shares issuable upon Endo International plc's achievement of both: (a) shareholder return performance metrics over a cumulative three-year period and (b) free cash flow performance metrics over three successive one-year periods, each as determined by Endo International plc's Board of Directors at the end of such periods. These securities were granted to Mr. Coleman in consideration of his services as the Executive Vice President and Chief Financial Officer of Endo International plc. This represents the automatic conversion of performance share units granted to Mr. Coleman on February 21, 2017 to ordinary shares of Endo International plc pursuant to the terms of the underlying award agreement. These shares represent stock withheld by Endo International plc to satisfy Mr. Coleman's tax withholding obligations on shares acquired upon vesting of performance share units. /s/ Yoon Ah Oh, by power of attorney 2020-02-25 EX-24 2 colemanpoa.htm COLEMAN POA

LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS

    Know all by these present that the undersigned hereby makes, constitutes and
appoints Matthew J. Maletta, Yoon Ah Oh, Carrie A. Nichol, Justin Dailey and
Sarah Beck as the undersigned's true and lawful attorneys-in-fact, with full
power and authority as hereinafter described on behalf of and in the name, place
and stead of each of the undersigned to:

(1)    prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including
any amendments thereto) with respect to the securities of Endo International
plc, an Irish public limited company (the "Company"), with the United States
Securities and Exchange Commission, any national securities exchanges and the
Company, as considered necessary or advisable under Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act");

(2)    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 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

(3)    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, such
attorney-in-fact to act in their 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 attorney-in-fact assumes (i) any liability for
the undersigned's responsibility to comply with the requirement 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 hereby gives and grants the foregoing attorney-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 attorney-in-fact of, for and on
behalf of the undersigned, shall lawfully do or cause to be done by virtue of
this Limited Power of Attorney.

    This Power of Attorney shall remain in full force and effect with respect to
each undersigned until revoked by such undersigned in a signed writing delivered
to such attorney-in-fact.

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 10 day of July 2018.

SIGNATURE                        TITLE


/S/ Blaise A. Coleman            EVP and Chief Financial Officer
NAME:  Blaise A. Coleman



STATE OF PENNSYLVANIA:
COUNTY OF CHESTER:


On this 10 day of July 2018, the above-named individual personally appeared
before me, and acknowledged that he executed the foregoing instrument for the
purposes therein contained.

IN WITNESS WHEREOF, I have hereunto set my hand and official seal.


/s/ Stephanie Ann Stidham
Notary Public

COMMONWEALTH OF PENNSYLVANIA
NOTARIAL SEAL
STEPHANIE ANN STIDHAM
Notary Public
EAST WHITELAND TWP, CHESTER COUNTY
My Commission Expires Jan 12, 2020