0001567619-19-019950.txt : 20191023 0001567619-19-019950.hdr.sgml : 20191023 20191023185836 ACCESSION NUMBER: 0001567619-19-019950 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191021 FILED AS OF DATE: 20191023 DATE AS OF CHANGE: 20191023 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hudson Executive Capital LP CENTRAL INDEX KEY: 0001652522 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36306 FILM NUMBER: 191164588 BUSINESS ADDRESS: STREET 1: 570 LEXINGTON AVENUE, 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 521-8495 MAIL ADDRESS: STREET 1: 570 LEXINGTON AVENUE, 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEC Management GP LLC CENTRAL INDEX KEY: 0001700567 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36306 FILM NUMBER: 191164589 BUSINESS ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 521-8495 MAIL ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Braunstein Douglas L CENTRAL INDEX KEY: 0001495110 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36306 FILM NUMBER: 191164590 MAIL ADDRESS: STREET 1: HUDSON EXECUTIVE CAPITAL LP STREET 2: 570 LEXINGTON AVENUE, 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EAGLE PHARMACEUTICALS, INC. CENTRAL INDEX KEY: 0000827871 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 50 TICE BOULEVARD, SUITE 315 CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07677 BUSINESS PHONE: 201-326-5300 MAIL ADDRESS: STREET 1: 50 TICE BOULEVARD, SUITE 315 CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07677 FORMER COMPANY: FORMER CONFORMED NAME: EAGLE PHARMACEUTICALS INC DATE OF NAME CHANGE: 19880120 4 1 doc1.xml FORM 4 X0306 4 2019-10-21 0 0000827871 EAGLE PHARMACEUTICALS, INC. EGRX 0001652522 Hudson Executive Capital LP 570 LEXINGTON AVENUE 35TH FLOOR NEW YORK NY 10022 1 0 0 0 0001700567 HEC Management GP LLC 570 LEXINGTON AVENUE 35TH FLOOR NEW YORK NY 10022 1 0 0 0 0001495110 Braunstein Douglas L 570 LEXINGTON AVENUE 35TH FLOOR NEW YORK NY 10022 1 0 0 0 Common Stock 2019-10-21 4 S 0 3849 62.5593 D 756475 I See footnotes Common Stock 2019-10-22 4 S 0 6567 62.6797 D 749908 I See footnotes Common Stock 2019-10-23 4 S 0 200 62.5800 D 749708 I See footnotes The sale of shares set forth herein is made pursuant to a sales plan under Rule 10b5-1(c). The price reported in Column 4 is a weighted average price. These shares were sold in transactions at prices ranging from $62.5000 to $62.7100, inclusive. The Reporting Persons (defined below) undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) to this Form 4. In addition to Hudson Executive Capital LP, a Delaware limited liability company ("Hudson Executive"), this Form 4 is being filed jointly by HEC Management GP LLC, a Delaware limited liability company ("Management GP"), and Douglas L. Braunstein, a citizen of the United States of America (together with Hudson Executive and Management GP, the "Reporting Persons"), each of whom has the same business address as Hudson Executive and may be deemed to have a pecuniary interest in the securities reported on this Form 4 (the "Subject Securities"). Hudson Executive, as the investment adviser to certain affiliated investment funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. Management GP, as the general partner of Hudson Executive, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) and Hudson Executive and Management GP may be deemed to be the beneficial owner of the Subject Securities held by Mr. Braunstein. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in transactions at prices ranging from $62.5000 to $62.9850, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (6) to this Form 4. HUDSON EXECUTIVE CAPITAL LP, By: HEC Management GP LLC, its general partner, By: /s/ Douglas L. Braunstein, Name: Douglas L. Braunstein, Title: Managing Member 2019-10-23 HEC MANAGEMENT GP LLC, By: /s/ Douglas L. Braunstein, Name: Douglas L. Braunstein, Title: Managing Member 2019-10-23 DOUGLAS L. BRAUNSTEIN, /s/ Douglas L. Braunstein 2019-10-23