Andy Pasternak - 04 Jan 2022 Form 4 Insider Report for Horizon Therapeutics Public Ltd Co (HZNP)

Role: EVP and Chief Business Officer
Signature: /s/ Miles W. McHugh, Attorney-in-Fact
Issuer symbol: HZNP
Transactions as of: 04 Jan 2022
Transactions value $: -$3,006,242
Form type: 4
Filing time: 06 Jan 2022, 20:02:00 UTC
Previous filing: 08 Dec 2021
Next filing: 18 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HZNP	Ordinary Shares	Options Exercise		+48,839	+224%		70,669	05 Jan 2022	Direct	F1
transaction	HZNP	Ordinary Shares	Tax liability	-$2,210,946	-21,710	-31%	$101.84	48,959	05 Jan 2022	Direct
transaction	HZNP	Ordinary Shares	Sale	-$48,650	-500	-1%	$97.3	48,459	06 Jan 2022	Direct	F2, F3
transaction	HZNP	Ordinary Shares	Sale	-$68,831	-700	-1.4%	$98.33	47,759	06 Jan 2022	Direct	F2, F4
transaction	HZNP	Ordinary Shares	Sale	-$642,834	-6,438	-13%	$99.85	41,321	06 Jan 2022	Direct	F2, F5
transaction	HZNP	Ordinary Shares	Sale	-$34,980	-349	-0.84%	$100.23	40,972	06 Jan 2022	Direct	F2, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	HZNP	Restricted Stock Units (RSU)	Award	$0	+23,805		$0	23,805	04 Jan 2022	Ordinary Shares	23,805		Direct	F1, F7
transaction	HZNP	Restricted Stock Units (RSU)	Options Exercise	$0	-14,514	-50%	$0	14,514	05 Jan 2022	Ordinary Shares	14,514		Direct	F1, F8
transaction	HZNP	Restricted Stock Units (RSU)	Options Exercise	$0	-11,642	-33%	$0	23,286	05 Jan 2022	Ordinary Shares	11,642		Direct	F1, F8
transaction	HZNP	Restricted Stock Units (RSU)	Options Exercise	$0	-11,067	-50%	$0	11,069	05 Jan 2022	Ordinary Shares	11,067		Direct	F1, F9
transaction	HZNP	Restricted Stock Units (RSU)	Options Exercise	$0	-11,616	-67%	$0	5,800	05 Jan 2022	Ordinary Shares	11,616		Direct	F1, F10

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each RSU represents a contingent right to receive one ordinary share of the Issuer.
F2	The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 9, 2021.
F3	The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.83 to $97.65 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4	The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.95 to $98.79 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5	The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.99 to $99.95 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6	The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.05 to $100.62 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F7	The RSU's vest 1/3rd annually on each anniversary of January 5, 2022.
F8	The RSU's vest 1/3rd annually on each anniversary of January 5, 2021.
F9	50% of the shares subject to the RSU's vested on 1/5/2022, and the remaining shares vest on 1/5/2023.
F10	Two-thirds of the ordinary shares subject to the RSUs vest on January 5, 2022 and the remaining one-third of the ordinary shares vest on January 5, 2023.