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^*

RAI RAJAT

(Last)

(First)

(Middle)

1925 WEST FIELD COURT SUITE 300

(Street)

LAKE FOREST

60045

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AKORN INC [ AKRX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2015

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)
Common Stock	01/22/2015⁽¹⁾		M		150,000	A	$1.46	1,480,220	D
Common Stock	01/22/2015⁽²⁾		S		70,656	D	$41.26⁽⁴⁾	1,409,564	D
Common Stock	01/22/2015⁽¹⁾		M		554,988	A	$2.61	1,964,552	D
Common Stock	01/22/2015⁽²⁾		S		269,954	D	$41.26⁽⁴⁾	1,694,598	D
Common Stock	01/23/2015⁽¹⁾		M		397,189	A	$6.62	2,091,787	D
Common Stock	01/23/2015⁽²⁾		S		216,929	D	$42.1⁽⁵⁾	1,874,858	D
Common Stock	01/23/2015⁽¹⁾		M		195,012	A	$2.61	2,069,870	D
Common Stock	01/23/2015⁽²⁾		S		97,446	D	$42.1⁽⁵⁾	1,972,424	D
Common Stock	01/26/2015⁽¹⁾		M		402,811	A	$6.62	2,375,235	D
Common Stock	01/26/2015⁽²⁾⁽³⁾		S		219,000	D	$42.55⁽⁶⁾	2,156,235⁽⁷⁾	D

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)
Stock Option (right to buy)	$1.46	01/22/2015		M			150,000	⁽⁸⁾	02/22/2015	Common Stock	150,000	$0⁽¹¹⁾	0	D
Stock Option (right to buy)	$2.61	01/22/2015		M			554,988	⁽⁹⁾	05/21/2015	Common Stock	554,988	$0⁽¹¹⁾	195,012	D
Stock Option (right to buy)	$6.62	01/23/2015		M			397,189	⁽¹⁰⁾	04/29/2016	Common Stock	397,189	$0⁽¹¹⁾	402,811	D
Stock Option (right to buy)	$2.61	01/23/2015		M			195,012	⁽⁹⁾	05/21/2015	Common Stock	195,012	$0⁽¹¹⁾	0	D
Stock Option (right to buy)	$6.62	01/26/2015		M			402,811	⁽¹⁰⁾	04/29/2016	Common Stock	402,811	$0⁽¹¹⁾	0	D

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 16, 2014.

2. All proceeds from the sale were used to cover exercise price and taxes due upon exercise of options.

3. Upon execution of transactions disclosed on this Form 4, all securities subject to the 10b5-1 trading plan have been transacted and the plan has expired pursuant to its terms.

4. Reflects the weighted average sale price of the shares sold. The shares were sold in multiple trades at prices ranging from $40.80 to $42.24 per share. The reporting person will provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares sold at separate prices within the foregoing range.

5. Reflects the weighted average sale price of the shares sold. The shares were sold in multiple trades at prices ranging from $41.59 to $42.65 per share. The reporting person will provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares sold at separate prices within the foregoing range.

6. Reflects the weighted average sale price of the shares sold. The shares were sold in multiple trades at prices ranging from $41.92 to $43.11 per share. The reporting person will provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares sold at separate prices within the foregoing range.

7. Amount of Shares Beneficially Owned Following Reported Transactions include 124,864 unvested shares subject to restricted stock awards and 2,031,371 shares owned outright. Shares owned outright include 1,015 shares acquired through participation in the Employee Stock Purchase Plan for the 2014 plan year.

8. The option vested in three annual installments with 50,000 options vesting on each of February 22, 2011, February 22, 2012, and February 22, 2013.

9. The option vested in three annual installments with 250,000 options vesting on each of May 21, 2011, May 21, 2012, and May 21, 2013.

10. The options vested in annual installments with 266,666 options vesting on April 29, 2012, and 266,667 options vesting on each of April 29, 2013, and April 29, 2014.

11. There was no consideration given in exchange for the security.

	/s/ Rajat Rai	01/26/2015
	** 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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