- Statement of Changes in Beneficial Ownership (4)
22 June 2011 - 2:04AM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Expires:
February 28, 2011
Estimated average burden
hours per response...
0.5
|
|
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(f) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Erickson Whitney
|
2. Issuer Name
and
Ticker or Trading Symbol
AMERICAN MEDICAL SYSTEMS HOLDINGS INC
[
AMMD
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Sr. VP, Genl Mgr, Men's Health
|
(Last)
(First)
(Middle)
10700 BREN ROAD WEST
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/17/2011
|
(Street)
MINNETONKA, MN 55343
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. 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
|
Common Stock
|
6/17/2011
|
|
D
|
|
10135.921
|
D
|
(1)
|
7290
|
D
|
|
Common Stock
|
6/17/2011
|
|
D
|
|
7290
|
D
|
(2)
|
0
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
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 of Derivative Security: 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)
|
$19.95
|
6/17/2011
|
|
D
|
|
|
130000
|
(3)
|
1/30/2014
|
Common Stock
|
130000
|
(3)
|
0
|
D
|
|
Stock Option (right to buy)
|
$14.355
|
6/17/2011
|
|
D
|
|
|
40000
|
(4)
|
3/5/2015
|
Common Stock
|
40000
|
(4)
|
0
|
D
|
|
Stock Option (right to buy)
|
$10.825
|
6/17/2011
|
|
D
|
|
|
50000
|
(5)
|
2/9/2016
|
Common Stock
|
50000
|
(5)
|
0
|
D
|
|
Stock Option (right to buy)
|
$18.46
|
6/17/2011
|
|
D
|
|
|
12142
|
(6)
|
2/11/2017
|
Common Stock
|
12142
|
(6)
|
36428
|
D
|
|
Stock Option (right to buy)
|
$18.46
|
6/17/2011
|
|
D
|
|
|
36428
|
(7)
|
2/11/2017
|
Common Stock
|
36428
|
(7)
|
0
|
D
|
|
Stock Option (right to buy)
|
$18.66
|
6/17/2011
|
|
D
|
|
|
20000
|
(8)
|
11/22/2017
|
Common Stock
|
20000
|
(8)
|
0
|
D
|
|
Stock Option (right to buy)
|
$20.05
|
6/17/2011
|
|
D
|
|
|
45770
|
(9)
|
2/10/2018
|
Common stock
|
45770
|
(9)
|
0
|
D
|
|
Explanation of Responses:
|
(
1)
|
Pursuant to the merger of a wholly-owned subsidiary of Endo Pharmaceutials Holdings Inc. ("Endo") with and into American Medical Systems Holdings, Inc. (the "Merger"), such shares were disposed of in exchange for $304,077.63 in cash.
|
(
2)
|
These restricted shares were assumed by Endo in the Merger in exchange for 5,507 restricted shares of Endo common stock, having a market value of $38.32 per share on the effective date of the Merger. The vesting terms of the new Endo restricted stock grants will remain the same as the vesting terms of the old grants.
|
(
3)
|
This option, which has vested, was canceled in the Merger in exchange for a cash payment of $1,306,500 representing the difference between the exercise price of the option and the $30.00 per share price.
|
(
4)
|
This option, which has vested, was canceled in the Merger in exchange for a cash payment of $625,800 representing the difference between the exercise price of the option and the $30.00 per share price.
|
(
5)
|
This option, which has vested, was canceled in the Merger in exchange for a cash payment of $958,750 representing the difference between the exercise price of the option and the $30.00 per share price.
|
(
6)
|
This option, which vested with respect to 25% of the shares on March 31, 2011 and with respect to the remaining shares, quarterly over the next three years, was canceled with respect to 12,142 shares in the Merger in exchange for a cash payment of $140,118.68 representing the difference between the exercise price of the option and the $30.00 per share price.
|
(
7)
|
This option, which vested with respect to 25% of the shares on March 31, 2011 and with respect to the remaining shares, quarterly over the next three years, was assumed by Endo in the Merger and replaced with an option to purchase 27,521 shares of Endo common stock with an exercise price of $24.44 per share.
|
(
8)
|
This option, which vested with respect to 25% of the shares on December 31, 2011 and with respect to the remaining shares, quarterly over the next three years, was assumed by Endo in the Merger and replaced with an option to purchase 15,110 shares of Endo common stock with an exercise price of $24.70 per share.
|
(
9)
|
This option, which vested with respect to 25% of the shares on March 31, 2012 and with respect to the remaining shares, quarterly over the next three years, was assumed by Endo in the Merger and replaced with an option to purchase 34,579 shares of Endo common stock with an exercise price of $26.54 per share.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Erickson Whitney
10700 BREN ROAD WEST
MINNETONKA, MN 55343
|
|
|
Sr. VP, Genl Mgr, Men's Health
|
|
Signatures
|
/s/ Mark A. Heggestad, attorney-in-fact
|
|
6/21/2011
|
**
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 control number.
|
American Medical Systems (NASDAQ:AMMD)
Historical Stock Chart
From May 2024 to Jun 2024
American Medical Systems (NASDAQ:AMMD)
Historical Stock Chart
From Jun 2023 to Jun 2024
Real-Time news about Amer Medical Sys Hldgs (MM) (NASDAQ): 0 recent articles
More News Articles