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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Furey Raymond J. 675 MCDONNELL BLVD. HAZELWOOD, MO 63042 |
Sr. VP & Chief Compliance Ofcr |
/s/Miriam Rogers Singer, Attorney-in-Fact | 09/08/2014 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | This amendment is being filed to correct the following errors and omissions in the August 18, 2014 Form 4 of the reporting person. The sole change reflected in this revised line item is the price at which Mallinckrodt plc ("Mallinckrodt") ordinary shares were withheld for payment of tax liabilities as reported on the re-porting person's Form 4 filed on August 18, 2014. The previously reported price was $71.66. The correct price is $69.61. The total amount of ordinary shares beneficially owned by the reporting person as reported in column 5 is equal to the number of ordinary shares beneficially owned by the reporting person as re-ported on the reporting person's subsequent Form 4 filed on September 3, 2014. |
(2) | This new line item reflects the acquisition of an additional 5,986 ordinary shares of Mallinckrodt by the reporting person in connection with the conversion of his vested Questcor Pharmaceuticals, Inc. ("Questcor") stock options as a result of the acquisition of Questcor by Mallinckrodt plc ("Mallinckrodt") on August 14, 2014 pursuant to the Agreement and Plan of Merger, dated as of April 5, 2014, by and among Mallinckrodt, Questcor and Quincy Merger Sub, Inc. (the "Merger"). Such shares were inadvertently omitted from the reporting person's Form 4 filed on August 18, 2014. In connection with the Merger, each vested Questcor stock option held by Questcor executive officers (including the reporting person) converted into the right to receive (a) $30.00 in cash and (b) 0.897 of an ordinary share of Mallinckrodt with respect to each share of Questcor common stock subject to such option immediately prior to the effective time of the Merger, net of the applicable exercise price. |
(3) | In connection with the acquisition of Mallinckrodt ordinary shares described in footnote 2 above, 2,689 ordinary shares were withheld for the payment of the exercise price and tax liabilities in connection with the conversion of the reporting person's vested Questcor stock options. |