0001181431-13-038341.txt : 20130702
0001181431-13-038341.hdr.sgml : 20130702
20130702203105
ACCESSION NUMBER: 0001181431-13-038341
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130628
FILED AS OF DATE: 20130702
DATE AS OF CHANGE: 20130702
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Mallinckrodt plc
CENTRAL INDEX KEY: 0001567892
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 981088325
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 675 MCDONNELL BLVD
CITY: HAZELWOOD
STATE: MO
ZIP: 63042
BUSINESS PHONE: 314-654-2000
MAIL ADDRESS:
STREET 1: 675 MCDONNELL BLVD
CITY: HAZELWOOD
STATE: MO
ZIP: 63042
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Edwards Peter G
CENTRAL INDEX KEY: 0001578376
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35803
FILM NUMBER: 13950670
MAIL ADDRESS:
STREET 1: 675 MCDONNELL BLVD.
CITY: HAZELWOOD
STATE: MO
ZIP: 63042
4
1
rrd385149.xml
FORM 4
X0306
4
2013-06-28
0
0001567892
Mallinckrodt plc
MNK
0001578376
Edwards Peter G
C/O MALLINCKRODT PLC
675 JAMES S. MCDONNELL BLVD.
HAZELWOOD
MO
63042
0
1
0
0
See Remarks
Ordinary Shares
2013-06-28
4
A
0
5047
0
A
5047
D
Ordinary Shares
2013-07-01
4
A
0
5455
0
A
10502
D
Share Options (Right to Buy)
29.89
2013-06-28
4
A
0
3994
0
A
2013-06-28
2020-05-31
Ordinary Shares
3994
3994
D
Share Options (Right to Buy)
31.12
2013-06-28
4
A
0
7007
0
A
2013-12-01
2020-11-30
Ordinary Shares
7007
7007
D
Share Options (Right to Buy)
33.67
2013-06-28
4
A
0
8326
0
A
2013-12-01
2021-11-30
Ordinary Shares
8326
8326
D
Share Options (Right to Buy)
41.73
2013-06-28
4
A
0
12384
0
A
2013-12-03
2022-12-02
Ordinary Shares
12384
12384
D
Share Options (Right to Buy)
44.00
2013-07-01
4
A
0
15630
0
A
2016-07-01
2023-06-30
Ordinary Shares
15630
15630
D
Consists of previously granted Restricted Stock Unit ("RSU") awards converted pursuant to the terms of the Employee Matters Agreement by and between Covidien plc ("Covidien") and Mallinckrodt plc ("Mallinckrodt"), dated as of June 28, 2013 (the "Employee Matters Agreement"), to reflect the separation of the pharmaceuticals business of Covidien (the "Business") on June 28, 2013 from the rest of Covidien by means of the declaration of a dividend in specie of the Business, to be effected by the transfer of the Business from Covidien to Mallinckrodt and the issuance by Mallinckrodt of ordinary shares in its share capital, par value $0.20 per share ("Ordinary Shares"), credited as fully paid directly to Covidien's shareholders (the "Transaction"). Upon vesting, the RSUs convert to Ordinary Shares. The Reporting Person is entitled to receive dividend equivalent units on the RSUs. The RSUs vest on the schedule set forth in the original grant agreement.
RSUs that vest in equal installments on each of the third and fourth anniversary of the grant date. RSUs are settled in Ordinary Shares upon vesting (July 1, 2016 and July 1, 2017). The Reporting Person is entitled to receive dividend equivalent units in connection with these RSUs.
Consists of previously granted employee stock options converted pursuant to the terms of the Employee Matters Agreement to reflect the separation of the pharmaceuticals business of Covidien from the rest of Covidien pursuant to the Transaction. The employee stock options vest and are exercisable on the schedule set forth in the original grant agreement. Generally options vest ratably on the first, second, third, and fourth anniversary of the original grant date and expire on the ten year anniversary date of the original grant date.
Options with respect to 1,998 Ordinary Shares vest on June 1, 2014.
Vests in equal annual installments on December 1, 2013 and December 1, 2014.
Vests in equal annual installments December 1, 2013, December 1, 2014 and December 1, 2015.
Vests in equal annual installments on each of December 3, 2013, December 3, 2014, December 3, 2015 and December 3, 2016.
These employee stock options were granted to the Reporting Person in connection with the Transaction. They vest and become exercisable in equal installments on each of the third and fourth anniversary (July 1, 2016 and July 1, 2017) of the grant date and expire on the ten year anniversary of the grant date.
These options become exercisable in equal installments on each of the third and fourth anniversary of the grant date (July 1, 2016 and July 1, 2017).
Senior Vice President, General Counsel and Assistant Secretary
/s/ Miriam R. Singer (By Power of Attorney)
2013-07-02