SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Berg Aaron

(Last) (First) (Middle)
C/O AMARIN PHARMA, INC.
1430 ROUTE 206

(Street)
BEDMINSTER NJ 07921

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/11/2019
3. Issuer Name and Ticker or Trading Symbol
AMARIN CORP PLC\UK [ AMRN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF COMMERCIAL OFFICER
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares(1) 36,351 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units(2) (3) (4) Ordinary Shares(1) 29,000 $0.00 D
Restricted Stock Units(2) (5) (4) Ordinary Shares(1) 78,000 $0.00 D
Restricted Stock Units(2) (6) (4) Ordinary Shares(1) 38,200 $0.00 D
Stock Option (Right to Buy) (7) 12/02/2022 Ordinary Shares(1) 43,253 $12.6 D
Stock Option (Right to Buy) (8) 02/02/2025 Ordinary Shares(1) 3,906 $1.02 D
Stock Option (Right to Buy) (9) 07/06/2025 Ordinary Shares(1) 219,562 $2.5 D
Stock Option (Right to Buy) (10) 02/01/2026 Ordinary Shares(1) 36,458 $1.4 D
Stock Option (Right to Buy) (11) 02/01/2027 Ordinary Shares(1) 69,270 $2.95 D
Stock Option (Right to Buy) (12) 05/01/2028 Ordinary Shares(1) 117,000 $2.8 D
Stock Option (Right to Buy) (13) 02/01/2029 Ordinary Shares(1) 53,500 $16.87 D
Explanation of Responses:
1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
2. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one Ordinary Share or cash in lieu thereof at the Issuer's discretion.
3. On February 1, 2017, the Reporting Person was granted 87,000 RSUs under the Amarin Corporation plc 2011 Stock Incentive Plan (the "Plan"). These RSUs vest in three equal installments on each of January 31, 2018, January 31, 2019, and January 31, 2020.
4. Not applicable.
5. On May 1, 2018, the Reporting Person was granted 78,000 RSUs under the Plan. These RSUs vest in three equal installments on each of May 1, 2019, May 1, 2020, and May 1, 2021.
6. On February 1, 2019, the Reporting Person was granted 38,200 RSUs under the Plan. These RSUs vest in three equal installments on each of January 31, 2020, January 31, 2021, and January 31, 2022.
7. On December 3, 2012, the Reporting Person was granted an option to purchase 75,000 Ordinary Shares under the Plan. The shares subject to this option are fully vested as of the date hereof.
8. On February 2, 2015, the Reporting Person was granted an option to purchase 93,750 Ordinary Shares under the Plan. The shares subject to this option are fully vested as of the date hereof.
9. On July 6, 2015, the Reporting Person was granted an option to purchase 400,000 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable in 48 equal monthly installments on the last day of each month that began on July 31, 2015.
10. On February 1, 2016, the Reporting Person was granted an option to purchase 125,000 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable in 48 equal monthly installments on the last day of each month that began on February 28, 2016.
11. On February 1, 2017, the Reporting Person was granted an option to purchase 133,000 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable in 48 equal monthly installments on the last day of each month that began on February 28, 2017.
12. On May 1, 2018, the Reporting Person was granted an option to purchase 117,000 Ordinary Shares under the Plan. The shares subject to this option shall vest as follows: 25% of the total number of underlying shares shall vest on May 1, 2019, and the remaining 75% of the underlying shares shall vest ratably over the subsequent 36 months.
13. On February 1, 2019, the Reporting Person was granted an option to purchase 53,500 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable in 16 equal quarterly installments starting on May 15, 2019.
Remarks:
Pursuant to Amarin's expanded commercial efforts, the company's Board of Directors has deemed Aaron Berg to be an executive officer in accordance with Section 16.
/s/ Joseph Kennedy, by power of attorney 03/20/2019
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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