SEC Filing | Alkermes plc

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SEC FORM 4/A 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^*

Pugh Gordon G

(Last)

(First)

(Middle)

852 WINTER ST.

(Street)

WALTHAM

02451

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Alkermes plc. [ ALKS ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, COO & CRO, Alkermes, Inc.

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2011

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/20/2011

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	09/16/2011		D		24,027	D	$0⁽¹⁾	0	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)
Incentive Stock Option (Right to Buy)	$25.96	09/16/2011		D			15,408	⁽²⁾	01/07/2012	Common Stock	15,408	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$25.96	09/16/2011		D			144,592	⁽²⁾	01/07/2012	Common Stock	144,592	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$9.97	09/16/2011		D			3,850	⁽²⁾	04/25/2013	Common Stock	3,850	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$9.97	09/16/2011		D			11,550	⁽²⁾	04/25/2013	Common Stock	11,550	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$14.57	09/16/2011		D			4,228	⁽²⁾	10/17/2013	Common Stock	4,228	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$14.57	09/16/2011		D			25,772	⁽²⁾	10/17/2013	Common Stock	25,772	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$12.16	09/16/2011		D			54,599	⁽²⁾	12/10/2013	Common Stock	54,599	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$12.16	09/16/2011		D			1	⁽²⁾	12/10/2013	Common Stock	1	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$12.3	09/16/2011		D			22,500	⁽²⁾	07/12/2014	Common Stock	22,500	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$12.3	09/16/2011		D			7,500	⁽²⁾	07/12/2014	Common Stock	7,500	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$14.9	09/16/2011		D			69,480	⁽²⁾	12/17/2014	Common Stock	69,480	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$14.9	09/16/2011		D			520	⁽²⁾	12/17/2014	Common Stock	520	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$18.6	09/16/2011		D			5,376	⁽²⁾	12/09/2015	Common Stock	5,376	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$18.6	09/16/2011		D			32,124	⁽²⁾	12/09/2015	Common Stock	32,124	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$20.79	09/16/2011		D			4,687	⁽²⁾	05/02/2016	Common Stock	4,687	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$20.79	09/16/2011		D			14,063	⁽²⁾	05/02/2016	Common Stock	14,063	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$14.38	09/16/2011		D			177	⁽²⁾	12/12/2016	Common Stock	177	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$14.38	09/16/2011		D			19,823	⁽²⁾	12/12/2016	Common Stock	19,823	$0⁽³⁾⁽⁴⁾	0	D
Incentive Stock Option (Right to Buy)	$15.95	09/16/2011		D			6,269	⁽²⁾	06/01/2017	Common Stock	6,269	$0⁽³⁾⁽⁴⁾	0	D
Non Qualified Stock Option (Right to Buy)	$15.95	09/16/2011		D			23,731	⁽²⁾	06/01/2017	Common Stock	23,731	$0⁽³⁾⁽⁴⁾	0	D
Employee Stock Option (Right to Buy)	$14.13	09/16/2011		D			15,000	⁽⁵⁾	11/05/2017	Common Stock	15,000	$0⁽³⁾⁽⁴⁾	0	D
Employee Stock Option (Right to Buy)	$12.29	09/16/2011		D			45,000	⁽⁶⁾	05/27/2018	Common Stock	45,000	$0⁽³⁾⁽⁴⁾	0	D
Employee Stock Option (Right to Buy)	$8.55	09/16/2011		D			50,000	⁽⁷⁾	05/26/2019	Common Stock	50,000	$0⁽³⁾⁽⁴⁾	0	D
Restricted Stock Award	$0	09/16/2011		D			4,250	⁽⁸⁾	⁽⁸⁾	Common Stock	4,250	$0⁽³⁾⁽⁹⁾	0	D
Employee Stock Option (Right to Buy)	$9.21	09/16/2011		D			30,000	⁽¹⁰⁾	11/18/2019	Common Stock	30,000	$0⁽³⁾⁽⁴⁾	0	D
Restricted Stock Award	$0	09/16/2011		D			11,250	⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	11,250	$0⁽³⁾⁽⁹⁾	0	D
Employee Stock Option (Right to Buy)	$11.74	09/16/2011		D			91,200	⁽¹¹⁾	05/17/2020	Common Stock	91,200	$0⁽³⁾⁽⁴⁾	0	D
Restricted Stock Unit Award	$0	09/16/2011		D			9,825	⁽¹¹⁾	⁽¹¹⁾	Common Stock	9,825	$0⁽³⁾⁽⁹⁾	0	D
Employee Stock Option (Right to Buy)	$18.105	09/16/2011		D			100,000	⁽¹²⁾	05/20/2021	Common Stock	100,000	$0⁽³⁾⁽⁴⁾	0	D
Restricted Stock Unit Award	$0	09/16/2011		D			15,000	⁽¹²⁾	⁽¹²⁾	Common Stock	15,000	$0⁽³⁾⁽⁹⁾	0	D

Explanation of Responses:

1. Received in exchange for shares of Alkermes, Inc. common stock in connection with the merger of Alkermes, Inc. and the global drug delivery technologies business of Elan (the "Merger"). On 9/16/11, the effective date of the Merger, the closing price of ALKS was $16.57 per share.

2. These options are fully vested in accordance with their terms.

3. Form 4 Amendment being filed to correctly reflect that no price was paid by the reporting person for receipt of these derivative securities by eliminating the price in column 8.

4. Received in exchange for, and having substantially the same terms as, stock options of Alkermes, Inc. common stock in connection with the Merger.

5. 75% vested as of 9/16/11, remainder vests on 11/5/11.

6. 75% vested as of 9/16/11, remainder vests on 5/27/12.

7. 17,500 vested as of 9/16/11, remainder vests in 2 equal annual installments beginning on 5/26/12.

8. 50% vested as of 9/16/11, remainder vests in 2 equal annual installments beginning on 5/26/12.

9. Received in exchange for, and having substantially the same terms as, restricted stock unit awards of Alkermes, Inc. common stock in connection with the Merger.

10. 25% vested as of 9/16/11, remainder vests in 3 equal annual installments beginning on 11/18/11.

11. 25% vested as of 9/16/11, remainder vests in 3 equal annual installments beginning on 5/17/12.

12. Vests in 4 equal annual installments beginning on 5/20/12.

Remarks:

	/s/ Jennifer Baptiste, attorney-in-fact for Gordon G. Pugh	09/21/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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