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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AKORN INC [ AKRX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/15/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Common Stock | 10/15/2012 | M | 54,900 | A | $1 | 87,721 | D | |||
Common Stock | 10/15/2012 | S | 54,900 | D | $12.7051(1) | 32,821(2) | D | |||
Common Stock | 10/16/2012 | M | 45,100 | A | $1 | 77,921 | D | |||
Common Stock | 10/16/2012 | S | 45,100 | D | $13.0001(5) | 32,821(2) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Option (Right to Buy) | $1 | 10/15/2012 | M | 54,900 | (3) | 06/12/2014 | Common Stock | 54,900 | $0.00 | 145,100(4) | D | ||||
Stock Option (Right to Buy) | $1 | 10/16/2012 | M | 45,100 | (3) | 06/12/2014 | Common Stock | 45,100 | $0.00 | 100,000(4) | D |
Explanation of Responses: |
1. Reflects the weighted average sale prices of the shares sold. The shares were sold in multiple trades at prices ranging from $12.6730 to $13.0335 per share. The reporting person will provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares sold at separate prices within the foregoing range. |
2. Includes additional purchases of Akorn Common Stock through Akorn's Employee Stock Purchase Plan of 7,352 shares on October 1, 2009, 7,389 shares on January 4, 2010 and 4,118 shares on January 18, 2012. |
3. The options exercised are from a grant on June 12, 2009 of 350,000 options which are fully vested, with 116,666 shares having vested on June 12, 2010 and 116,667 shares having vested on each of June 12, 2011 and June 12, 2012. Of the 54,900 options exercised on October 15, 2012, 36,600 options became exercisable on June 12, 2010 and 18,300 options became exercisable on June 12, 2011. Of the 45,100 options exercised on October 16, 2012, 30,067 options became exercisable on June 12, 2010 and 15,033 options became exercisable on June 12, 2011. |
4. This stock option exercise was made according to a duly filed 10b5-1 plan which allows for 200,000 total stock options from this option grant to be exercised over a six month period. All of these options have now traded and the plan is fully exercised. Derivative securities beneficially owned include previously reported Stock Option grants of 100,000 shares, 183,333 shares, 366,667 shares, and 125,000 shares granted on June 12, 2009, February 22, 2010, May 21, 2010, and April 29, 2011, respectively for a total of 775,000 stock options. |
5. Reflects the weighted average sale prices of the shares sold. The shares were sold in multiple trades at prices ranging from $13.0000 to $13.0050 per share. The reporting person will provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares sold at separate prices within the foregoing range. |
Remarks: |
/s/ Timothy A Dick | 10/17/2012 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |