Sec Form 4 Filing - HEIDEN WILLIAM K @ AMAG PHARMACEUTICALS INC. - 2015-06-05

Insider filing report for Changes in Beneficial Ownership
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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
HEIDEN WILLIAM K
2. Issuer Name and Ticker or Trading Symbol
AMAG PHARMACEUTICALS INC. [ AMAG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
C/O AMAG PHARMACEUTICALS, INC., 1100 WINTER STREET
3. Date of Earliest Transaction (MM/DD/YY)
06/05/2015
(Street)
WALTHAM, MA02451
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
Common Stock 06/05/2015 S( 1 ) 6,875 D $ 68.14 208,721 D
Common Stock 06/05/2015 M( 1 ) 60,000 A $ 12.99 268,721 D
Common Stock 06/05/2015 S( 1 ) 6,642 D $ 68.9 ( 2 ) 262,079 D
Common Stock 06/05/2015 S( 1 ) 36,550 D $ 69.77 ( 3 ) 225,529 D
Common Stock 06/05/2015 S( 1 ) 4,680 D $ 70.69 ( 4 ) 220,849 D
Common Stock 06/05/2015 S( 1 ) 12,128 D $ 71.52 ( 5 ) 208,721 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
Stock Option (Right to Buy) $ 12.99 06/05/2015 M( 1 ) 60,000 ( 6 ) 05/14/2022 Common Stock 60,000 $ 0 230,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HEIDEN WILLIAM K
C/O AMAG PHARMACEUTICALS, INC.
1100 WINTER STREET
WALTHAM, MA02451
X CEO
Signatures
Nancy R. Smith, attorney-in-fact 06/08/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported transactions on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 3, 2015.
( 2 )The shares sold on this date were sold in multiple transactions. The price reflected is the weighted average sales price per share of all shares sold under this reporting event on this date. The actual prices per share range from $68.14 to $69.13, inclusive. Upon request by the Securities and Exchange Commission, AMAG Pharmaceuticals, Inc., or any security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each price.
( 3 )The shares sold on this date were sold in multiple transactions. The price reflected is the weighted average sales price per share of all shares sold under this reporting event on this date. The actual prices per share range from $69.15 to $70.00, inclusive. Upon request by the Securities and Exchange Commission, AMAG Pharmaceuticals, Inc., or any security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each price.
( 4 )The shares sold on this date were sold in multiple transactions. The price reflected is the weighted average sales price per share of all shares sold under this reporting event on this date. The actual prices per share range from $70.18 to $71.15, inclusive. Upon request by the Securities and Exchange Commission, AMAG Pharmaceuticals, Inc., or any security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each price.
( 5 )The shares sold on this date were sold in multiple transactions. The price reflected is the weighted average sales price per share of all shares sold under this reporting event on this date. The actual prices per share range from $71.20 to $71.25, inclusive. Upon request by the Securities and Exchange Commission, AMAG Pharmaceuticals, Inc., or any security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each price.
( 6 )This option vests and becomes exercisable in four equal annual installments beginning May 14, 2013.

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