Karim Mikhail - 31 Jan 2023 Form 4 Insider Report for AMARIN CORP PLC\UK (AMRN)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
23 Feb 2023, 20:40:54 UTC
Prior SEC filing
04 Jan 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Tom Reilly, by power of attorney

Key filing fact

Karim Mikhail filed Form 4 for AMARIN CORP PLC\UK (AMRN) on 23 Feb 2023.

Key facts

  • This page summarizes Karim Mikhail's Form 4 filing for AMARIN CORP PLC\UK (AMRN).
  • 8 reported transactions and 4 derivative rows are listed below.
  • Accepted by SEC: 23 Feb 2023, 20:40.

Change

  • Previous filing in this sequence was filed on 04 Jan 2023.
  • Current net transaction value: -$133,898.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AMRN transaction

Ordinary Shares

Options Exercise

Transaction value
Shares
+207,700
Change %
+181%
Price
Shares after
322,484
Date
31 Jan 2023
Ownership
Direct
Footnotes
F1, F2, F3
AMRN transaction

Ordinary Shares

Tax liability

Transaction value
$115,897
Shares
-62,310
Change %
-19%
Price
$1.86
Shares after
260,174
Date
31 Jan 2023
Ownership
Direct
Footnotes
F1, F4
AMRN transaction

Ordinary Shares

Award

Transaction value
Shares
+33,334
Change %
+13%
Price
Shares after
293,508
Date
21 Feb 2023
Ownership
Direct
Footnotes
F1, F3, F5, F6
AMRN transaction

Ordinary Shares

Tax liability

Transaction value
$18,002
Shares
-10,001
Change %
-3.4%
Price
$1.80
Shares after
283,507
Date
21 Feb 2023
Ownership
Direct
Footnotes
F1, F4, F7

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

AMRN transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
$0
Shares
-207,700
Change %
-33%
Price
$0.000000
Shares after
415,400
Date
31 Jan 2023
Ownership
Direct
Underlying class
Ordinary Shares
Underlying amount
207,700
Exercise price
$0.000000
Footnotes
F1, F2, F3, F8
AMRN transaction Derivative

Stock Option (Right to Buy)

Award

Transaction value
$0
Shares
+1,601,500
Change %
Price
$0.000000
Shares after
1,601,500
Date
21 Feb 2023
Ownership
Direct
Underlying class
Ordinary Shares
Underlying amount
1,601,500
Exercise price
$1.80
Footnotes
F1, F9
AMRN transaction Derivative

Restricted Stock Units

Award

Transaction value
$0
Shares
+800,800
Change %
Price
$0.000000
Shares after
800,800
Date
21 Feb 2023
Ownership
Direct
Underlying class
Ordinary Shares
Underlying amount
800,800
Exercise price
$0.000000
Footnotes
F1, F3, F8, F10
AMRN transaction Derivative

Restricted Stock Units

Award

Transaction value
$0
Shares
+66,666
Change %
Price
$0.000000
Shares after
66,666
Date
21 Feb 2023
Ownership
Direct
Underlying class
Ordinary Shares
Underlying amount
66,666
Exercise price
$0.000000
Footnotes
F1, F3, F5, F6, F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 10 footnotes

Footnote F1

The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.

Footnote F2

On February 4, 2022, the Reporting Person was granted 623,100 Restricted Stock Units ("RSUs") under the Amarin Corporation plc 2020 Stock Incentive Plan (as amended, the "Plan"). These RSUs vest in three equal installments on each of January 31, 2023, January 31, 2024 and January 31, 2025.

Footnote F3

Not applicable.

Footnote F4

Represents withholding by the Issuer of shares in respect of tax liability incident to the vesting of a security issued in accordance with Rule 16b-3, and not a market sale of securities.

Footnote F5

On April 12, 2021 (the "Grant Date"), the Reporting Person was granted RSUs under the Plan, which only vest subject to the achievement of certain performance-based milestones disclosed in the Issuer's definitive proxy statement filed with the U.S. Securities and Exchange Commission on May 24, 2022 and subject to the Reporting Person's continued service with the Issuer as provided in the RSU Award Agreement between the Issuer and Reporting Person. This RSU Award also provides that if performance metrics are achieved prior to the 3rd anniversary of the Grant Date, the achieved portion of such RSU Award shall also be subject to time-based vesting such that 1/3 of such amount shall become vested on each of the first, second and third anniversary of the Grant Date, subject to the Reporting Person's continued service to the Issuer.

Footnote F6

(Continued from Footnote 5): The Issuer's Remuneration Committee of its Board certified the achievement of performance effective as of February 21, 2023, resulting in the vesting of 33,334 RSUs (first tranche) and the remaining 66,666 (two tranches) scheduled to vest on each of April 12, 2023 and April 12, 2024.

Footnote F7

Please see the section titled "Remarks" below for additional information.

Footnote F8

Each RSU represents a contingent right to receive one Ordinary Share or cash in lieu thereof at the Issuer's discretion.

Footnote F9

On February 21, 2023, the Reporting Person was granted an option to purchase 1,618,900 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable over four years, with 25% to vest on the first anniversary of the grant date and the balance to vest ratably over the subsequent 12 calendar quarters on the last day of each April, July, October and January.

Footnote F10

On February 21, 2023, the Reporting Person was granted 800,800 RSUs under the Plan. These RSUs vest in three equal installments on each of January 31, 2024, January 31, 2025 and January 31, 2026.

SEC remarks

In the case of a Change of Control (as defined in the Issuer's stock incentive plan), the grants described in this Form 4 vest in full. As of the date of this Form 4, the Reporting Person owns or holds the right to acquire an aggregate of 5,858,438 Ordinary Shares of the Issuer in the form of Ordinary Shares, stock options and RSUs outstanding under the Issuer's stock incentive plans, including but not limited to certain performance-based RSUs that are earned only if certain pre-defined operational milestones are achieved and, in certain cases, then vest only if the recipient remains with the company for an extended period of time.

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