0001127602-13-035165.txt : 20131219 0001127602-13-035165.hdr.sgml : 20131219 20131219141919 ACCESSION NUMBER: 0001127602-13-035165 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131218 FILED AS OF DATE: 20131219 DATE AS OF CHANGE: 20131219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PERRIGO CO CENTRAL INDEX KEY: 0000820096 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 382799573 STATE OF INCORPORATION: MI FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 BUSINESS PHONE: 2696738451 MAIL ADDRESS: STREET 1: 515 EASTERN AVENUE CITY: ALLEGAN STATE: MI ZIP: 49010 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: 001-09689 FILM NUMBER: 131288019 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 0000820096 PERRIGO CO PRGO 0001398380 Stewart Michael Robert C/O PERRIGO COMPANY 515 EASTERN AVENUE ALLEGAN MI 49010 1 Sr. VP Global Human Resources Common Stock 2013-12-18 4 D 0 3055.784 D 0 I By 401(k) Plan Restricted Stock Units 0 2013-12-18 4 D 0 552 D 2015-08-23 2015-08-23 Common Stock 552 0 D Restricted Stock Units 0 2013-12-18 4 D 0 693 D 2016-08-22 2016-08-22 Common Stock 693 0 D Restricted Stock Units 0 2013-12-18 4 D 0 794 D 2014-08-23 2014-08-23 Common Stock 794 0 D Employee Stock Option Right to Buy 108.62 2013-12-18 4 D 0 2242 D 2022-08-23 Common Stock 2242 0 D Employee Stock Option Right to Buy 90.65 2013-12-18 4 D 0 1073 D 2021-08-23 Common Stock 1073 0 D Employee Stock Option Right to Buy 119.78 2013-12-18 4 D 0 3240 D 2023-08-22 Common Stock 3240 0 D Represents shares of Perrigo Company ("Perrigo") disposed of pursuant to merger of a wholly-owned subsidiary of Perrigo Company plc ("New Perrigo") with and into 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 assumed by New Perrigo in the Merger and converted into 552 New Perrigo restricted stock units with the same terms and conditions as the original Perrigo restricted stock units These restricted stock units, which settle on August 22, 2016, were assumed by New Perrigo in the Merger and converted into 693 New Perrigo restricted stock units with the same terms and conditions as the original Perrigo restricted stock units. These restricted stock units, which settle on August 23, 2014, were assumed by New Perrigo in the Merger and converted into 794 New Perrigo restricted stock units with the same terms and conditions as the original Perrigo restricted stock units. This option, which provided for vesting in two equal installments beginning on August 23, 2014, was assumed by New Perrigo in the Merger and converted into an option to purchase 2,242 ordinary shares of New Perrigo for $108.62 per share with the same terms and conditions as the original Perrigo stock option. This option, which vests on August 23, 2014, was assumed by New Perrigo in the Merger and converted into an option to purchase 1,073 ordinary shares of New Perrigo for $90.65 per share with the same terms and conditions as the original Perrigo stock option. This option, which provided for vesting in three equal installments beginning on August 22, 2014, was assumed by New Perrigo in the Merger and converted into an option to purchase 3,240 ordinary shares of New Perrigo for $119.78 per share with the same terms and conditions as the original Perrigo stock option. /s/ Penny Bursma, attorney-in-fact for Mr. Michael R. Stewart 2013-12-19