Kent Jeff Form 3 Horizon Pharma / Jeff Kent ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Kent Jeff

(Last) (First) (Middle)

C/O HORIZON PHARMA PLC

CONNAUGHT HOUSE, 1ST FL, 1 BURLINGTON RD

(Street)

DUBLIN L2 4

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/20/2019

3. Issuer Name and Ticker or Trading Symbol
Horizon Pharma plc [ HZNP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	101,960	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee stock options (right to buy)	(1)	06/07/2022	Ordinary Shares	20,000	3.95	D
Employee stock options (right to buy)	(1)	01/01/2024	Ordinary Shares	18,000	7.61	D
Employee stock options (right to buy)	(2)	03/22/2025	Ordinary Shares	53,666	22.14	D
Restricted Stock Units	(3)	(3)	Ordinary Shares	6,500	0.00	D
Restricted Stock Units	(4)	(4)	Ordinary Shares	20,000	0.00	D
Restricted Stock Units	(5)	(5)	Ordinary Shares	15,000	0.00	D
Restricted Stock Units	(6)	(6)	Ordinary Shares	13,400	0.00	D
Restricted Stock Units	(7)	(7)	Ordinary Shares	24,521	0.00	D

Explanation of Responses:

1. Fully vested

2. 25% of the shares subject to the option vested and become exercisable on March 23, 2016 and the remaining shares vest in 36 equal monthly installments thereafter.

3. The RSU's vest 1/4th annually on each anniversary of March 23, 2015.

4. The RSU's vest 50% annually on each anniversary of August 1, 2017.

5. The RSU's vest 1/3rd annually on each anniversary of June 10, 2018.

6. The RSU's vest 1/3rd annually on each anniversary of January 5, 2018.

7. The RSU's vest 1/3rd annually on each anniversary of January 5, 2019.

Remarks:

Officer Title: SVP, Head of Medical Affairs & Outcomes Research.

	/s/ Miles McHugh, Attorney-in-fact	02/26/2019
	** 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 5 (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.
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