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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 | ||||||||
| Non-Qualified Stock Options (right to purchase) (1) | $ 106.49 | 05/20/2014 | A | 180,000 | 12/12/2020(2) | 12/12/2023 | Common Shares, no par value | 180,000 | $ 0 | 180,000 | D | ||||
| Restricted Share Units | (3) | 05/20/2014 | A | 90,000 (3) | (4) | (4) | Common Shares, no par value | 90,000 | $ 0 | 90,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Chai-Onn Robert Roswell 2150 ST. ELZEAR BLVD. WEST LAVAL, A8 H7L 4A8 |
EVP, Gen. Couns. & Corp. Secy. | |||
| by: Nicholas Zanoni for Robert Chai-Onn | 05/22/2014 | |
| **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) | This option award was previously reported based on having been approved by the issuer's board of directors on December 12, 2013, but such award was subject to shareholder approval. Such shareholder approval was received on May 20, 2014. |
| (2) | The options vest one-seventh per year for seven years starting from the date of grant with the first vest date falling on the first anniversary of the grant, the second vest date falling on the second anniversary of the grant, the third vest date falling on the third anniversary of the grant, the fourth vest date falling on the fourth anniversary of the grant, the fifth vest date falling on the fifth anniversary of the grant, the sixth vest date falling on the sixth anniversary of the grant, and the seventh vest date falling on the seventh anniversary of the grant. |
| (3) | Each Restricted Share Unit ("RSUs") represents a contingent right to receive between zero and four common shares, no par value, of Valeant Pharmaceuticals International, Inc. ("Valeant"), subject to performance based vesting criteria. See note (4). |
| (4) | The performance based RSUs are eligible to vest on the achievement of TSR targets ranging from 10% to 40% over a base price of $107.96 on each of three measurement dates: 25% would vest on October 9, 2019, 50% on January 9, 2020 and 25% on April 9, 2020, with early vesting possible at higher TSR levels. |