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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Share Units | (1) | 12/30/2014 | D(2) | 75,000 (1) | (3) | (3) | Common Shares, no par value | 0 | (2) | 0 | D | ||||
Restricted Share Units | (1) | 12/30/2014 | A(2) | 75,000 (1) | (4) | (4) | Common Shares, no par value | 225,000 (5) | (2) | 75,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kellen Ari 400 SOMERSET CORPORATE BOULEVARD BRIDGEWATER, NJ 08807 |
EVP, Company Group Chairman |
by: Nicholas Zanoni for Ari Kellen | 01/02/2015 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Each Restricted Share Unit represents a contingent right to receive between zero and three common shares, no par value, of Valeant Pharmaceuticals International, Inc. ("Valeant"), subject to performance based vesting criteria. See note (3). |
(2) | Amendment to the original Restricted Share Units ("RSUs") due to change in measurement dates as approved by the Talent and Compensation Committee of the Board of Directors. |
(3) | The performance based RSUs are eligible to vest on the achievement of TSR targets ranging from 10% to 30% over a base price of $107.96 on each of three measurement dates: 25% would vest on October 9, 2018, 50% on January 9, 2019 and 25% on April 9, 2019, with early vesting possible at higher TSR levels. |
(4) | The performance based RSUs are eligible to vest on the achievement of TSR targets ranging from 10% to 30% over a base price of $107.96 on each of three measurement dates: 25% would vest on October 9, 2016, 50% on January 9, 2017 and 25% on April 9, 2017, with early vesting possible at higher TSR levels. |
(5) | Represents the maximum number of Common Shares that may be issued under the RSU award. See note (4). |