Sec Form 4 Filing - Ciaffoni Joseph @ Endo International plc - 2016-08-16

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FORM 4
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
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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1. Name and Address of Reporting Person
Ciaffoni Joseph
2. Issuer Name and Ticker or Trading Symbol
Endo International plc [ ENDP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, U.S. Branded Pharma
(Last) (First) (Middle)
C/O ENDO INTERNATIONAL PLC, FIRST FL, MINERVA HOUSE, SIMMONSCOURT RD
3. Date of Earliest Transaction (MM/DD/YY)
08/16/2016
(Street)
BALLSBRIDGE, DUBLIN, L2L2
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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
Stock Incentive Plan Performance Shares ( 1 ) 08/16/2016 A 34,904 ( 2 ) A 34,904 D
Stock Incentive Plan Restricted Stock Units (RSU) ( 4 ) 08/16/2016 A 17,452 A 17,452 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2015 Stock Incentive Plan Stock Options (NQ) ( 5 ) $ 22.92 08/16/2016 A 41,972 ( 6 ) 08/16/2026 Ordinary Shares 41,972 ( 3 ) 41,972 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ciaffoni Joseph
C/O ENDO INTERNATIONAL PLC
FIRST FL, MINERVA HOUSE, SIMMONSCOURT RD
BALLSBRIDGE, DUBLIN, L2L2
President, U.S. Branded Pharma
Signatures
/s/ Matthew J. Maletta, by power of attorney 08/18/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The performance shares vest upon Endo International plc achieving certain shareholder return performance metrics over a cumulative three-year period.
( 2 )Represents the target number of shares issuable upon Endo International plc's achievement of shareholder return performance metrics over a cumulative three-year period, as determined by Endo International plc's Board of Directors at the end of such three-year period. The ultimate number of shares issued may be between 0% and 300% of the target number of shares, depending on Endo International plc's shareholder return performance metrics results over the performance period.
( 3 )These securities were granted to Mr. Ciaffoni in connection with his commencement of employment in consideration of his anticipated services as President, U.S. Branded Pharmaceuticals of Endo International plc.
( 4 )Upon each vesting date, each vested restricted stock unit automatically converts into one (1) ordinary share of Endo International plc. These restricted stock units (RSUs) generally vest 33-1/3% per year on each of August 16, 2017, August 16, 2018 and August 16, 2019. Upon vesting, we consider the underlying RSUs to be expired.
( 5 )Represents the right to buy ordinary shares, par value $0.0001 per share, of Endo International plc.
( 6 )These stock options are generally exercisable 33-1/3% per year on each of August 16, 2017, August 16, 2018 and August 16, 2019.

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).
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