Sec Form 4 Filing - Coughlin Terrance J @ Endo International plc - 2020-02-21

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 Coughlin Terrance J 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) EVP, Chief Operating Officer (Last) (First) (Middle) C/O ENDO INTERNATIONAL PLC, FIRST FL, MINERVA HOUSE, SIMMONSCOURT RD 3. Date of Earliest Transaction (MM/DD/YY) 02/21/2020 (Street) BALLSBRIDGE, DUBLIN, L2 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 Ordinary Shares 02/21/2020( 1 ) F 9,442 ( 2 ) D $ 6.19 ( 3 ) 255,970 D Ordinary Shares 02/23/2020( 4 ) F 792 ( 2 ) D $ 6.19 ( 5 ) 256,467 D Stock Incentive Plan Performance Share Units 02/25/2020( 6 ) M 56,861 ( 7 ) D $ 0 ( 8 ) 180,394 D Ordinary Shares 02/25/2020( 6 ) M 52,107 A $ 0 ( 9 ) 308,574 D Ordinary Shares 02/25/2020( 6 ) F 26,053 ( 10 ) D $ 6.19 ( 3 ) 282,521 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Coughlin Terrance J C/O ENDO INTERNATIONAL PLC FIRST FL, MINERVA HOUSE, SIMMONSCOURT RD BALLSBRIDGE, DUBLIN, L2 EVP, Chief Operating Officer Signatures /s/ Yoon Ah Oh, by power of attorney 02/25/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Thirty-three and one-third percent (33 1/3%) of Mr. Coughlin's February 21, 2017 grant of restricted stock units (RSUs) vested on February 21, 2020. ( 2 )These shares represent stock withheld by Endo International plc to satisfy Mr. Coughlin's tax withholding obligations on shares acquired upon vesting of RSUs. ( 3 )Represents the vesting price which is the average of the high and low share price on February 21, 2020. ( 4 )Twenty-five percent (25%) of Mr. Coughlin's February 23, 2016 grant of RSUs vested on February 23, 2020. ( 5 )Represents the vesting price which is the average of the high and low share price on February 21, 2020, the last trading day prior to vesting. ( 6 )On February 25, 2020, based on performance against target levels with respect to Mr. Coughlin's February 21, 2017 grant of performance share units, these awards were released and the performance share units were converted into 52,107 ordinary shares. Of this amount, 26,053 ordinary shares were withheld by Endo International plc to satisfy Mr. Coughlin's tax withholding obligations on shares acquired upon vesting, with the remainder transferred to Mr. Coughlin. ( 7 )Represents the target number of shares issuable upon Endo International plc's achievement of both: (a) shareholder return performance metrics over a cumulative three-year period and (b) free cash flow performance metrics over three successive one-year periods, each as determined by Endo International plc's Board of Directors at the end of such periods. ( 8 )These securities were granted to Mr. Coughlin in consideration of his services as the Executive Vice President and Chief Operating Officer of Endo International plc. ( 9 )This represents the automatic conversion of performance share units granted to Mr. Coughlin on February 21, 2017 to ordinary shares of Endo International plc pursuant to the terms of the underlying award agreement. ( 10 )These shares represent stock withheld by Endo International plc to satisfy Mr. Coughlin's tax withholding obligations on shares acquired upon vesting of performance share units.

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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