President and CEO Berg Aaron converted options into 75,000 units of American Depositary Share and covered exercise/tax liability with 38,363 units of American Depositary Share, increasing direct ownership by 83% to 80,714 units (SEC Form 4)
$AMRN
Biotechnology: Pharmaceutical Preparations
Health Care
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AMARIN CORP PLC\UK [ AMRN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/26/2025 | ||||||||||||||||||||||||||
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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 | ||||||
| American Depositary Share(1) | 06/26/2025 | M(2) | 75,000(1) | A | (3) | 119,077(1) | D | |||
| American Depositary Share(1) | 06/26/2025 | F(4) | 38,363(1) | D | $15.9 | 80,714(1) | D | |||
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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) | $15.9 | 06/26/2025 | A | 37,500(1) | (5) | 06/26/2035 | American Depositary Shares(1) | 37,500(1) | $0.00 | 37,500(1) | D | ||||
| Restricted Stock Unit(6) | $0.00 | 06/26/2025 | A(7) | 75,000(1) | (2) | (3) | American Depositary Shares(1) | 75,000(1) | $0.00 | 0(1) | D | ||||
| Restricted Stock Unit(6) | $0.00 | 06/26/2025 | A | 12,500(1) | (8) | (3) | American Depositary Shares(1) | 12,500 | $0.00 | 12,500(1) | D | ||||
| Explanation of Responses: |
| 1. Effective April 11, 2025, the Issuer implemented a ratio change that one (1) American Depositary Share ("ADS") currently represents twenty (20) Ordinary Shares ("ADS Ratio Change"). Proportionate adjustments were made to the Issuer's outstanding equity awards. The amount of securities reported on this Form 4 reflect the ADS Ratio Change. |
| 2. On June 26, 2025 the Reporting Person was granted 75,000 RSUs that vested as of the June 26, 2025. |
| 3. Not applicable. |
| 4. 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. |
| 5. On June 26, 2025 the Reporting Person was granted an option to purchase 37,500 American Depositary Shares ("ADS") under the Plan. The shares subject to this option shall vest and become exercisable over eighteen months, with 50% to vest on the first anniversary of the grant date and the remaining balance to vest eighteen months after grant date. |
| 6. Each RSU represents a contingent right to receive twenty Ordinary Shares or cash in lieu thereof at the Issuer's discretion. |
| 7. Additionally, award was exercise or conversion of derivative security exempted pursuant to Rule 16b-3. |
| 8. On June 26, 2025, the Reporting Person was granted 12,500 RSUs that vests in two equal installments on the first anniversary of the grant date and the remaining balance to vest eighteen months after grant date. |
| /s/ Jonathan Provoost, by power of attorney | 06/30/2025 | |
| ** 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. | ||