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*
Daglio David Angelo Jr.

(Last) (First) (Middle)
CONNAUGHT HOUSE
1 BURLINGTON ROAD

(Street)
DUBLIN 4 Ireland

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/10/2024
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
Rule 10b5-1(c) Transaction Indication

  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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)
Code V Amount (A) or (D) Price
Ordinary Shares 02/10/2024 M 4,533 A (1) 24,229 D
Ordinary Shares 02/10/2024 F 1,088 D $27.32 23,141 D
Ordinary Shares 80,000 I By the Daglio Trust(2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non Qualified Stock Option (Right to Buy)(3) $22.48 11/17/2023 J V 90 (4) 02/10/2031 Ordinary Shares 90 $22.48 4,639 D
Non Qualified Stock Option (Right to Buy)(3) $22.48 11/17/2023 J V 523 (4) 02/10/2031 Ordinary Shares 523 $22.48 26,692 D
Restricted Stock Unit Award(3) (1) 11/17/2023 J V 88 (5) (5) Ordinary Shares 88 (1) 4,533 D
Non Qualified Stock Option (Right to Buy)(3) $24.24 11/17/2023 J V 313 (4) 06/14/2031 Ordinary Shares 313 $24.24 15,990 D
Non Qualified Stock Option (Right to Buy)(3) $30.86 11/17/2023 J V 231 (4) 07/07/2032 Ordinary Shares 231 $30.86 11,785 D
Non Qualified Stock Option (Right to Buy)(3) $30.72 11/17/2023 J V 254 06/29/2024(6) 06/29/2033 Ordinary Shares 254 $30.72 12,986 D
Restricted Stock Unit Award(3) (1) 11/17/2023 J V 119 06/29/2024(7) (7) Ordinary Shares 119 (1) 6,104 D
Restricted Stock Unit Award (1) 02/10/2024 M 4,533 (5) (5) Ordinary Shares 4,533 (1) 0 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one ordinary share.
2. Shares are held by The David A Daglio Jr Trust U/A 09/21/17 (the "Daglio Trust"), of which the reporting person is both sole trustee and sole beneficiary.
3. Represents an equity award granted prior to the separation of the issuer's oncology business into Mural Oncology plc (the "Separation"), as adjusted on November 17, 2023 in connection with the Separation (in order to preserve the value associated with the original award) based on the equity adjustment terms set forth in the Employee Matters Agreement filed by the issuer as Exhibit 10.2 to its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on November 15, 2023. The exercise price (if any) of the adjusted award is shown in Boxes 2 and 8, the number of shares subject to the adjusted award is shown in Box 9 and the number of shares added to the award pursuant to the adjustment is shown in Box 5.
4. These options are fully vested in accordance with their terms.
5. This award is fully vested in accordance with its terms.
6. Shares subject to the stock option award vest and become exercisable in full on 6/29/2024.
7. Shares subject to the restricted stock unit award vest in full on 6/29/2024.
/s/ Shantale Greenson, attorney-in-fact for David Angelo Daglio, Jr. 02/13/2024
** 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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