Sec Form 4 Filing - Meyers Pete A. @ EAGLE PHARMACEUTICALS, INC. - 2018-01-07

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 Meyers Pete A. 2. Issuer Name and Ticker or Trading Symbol EAGLE PHARMACEUTICALS, INC. [ EGRX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O EAGLE PHARMACEUTICALS, INC., 50 TICE BLVD., SUITE 315 3. Date of Earliest Transaction (MM/DD/YY) 01/07/2018 (Street) WOODCLIFF LAKE, NJ07677 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 01/07/2018 A 7,000 ( 1 ) A $ 0 7,700 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 Employee Stock Option (Right to Buy) $ 59.14 01/07/2018 A 37,000 ( 2 ) 01/06/2028 Common Stock 37,000 $ 0 37,000 D Performance Stock Unit ( 3 ) 01/07/2018 A 21,000 ( 4 ) ( 5 ) 01/01/2021 Common Stock 21,000 $ 0 21,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Meyers Pete A. C/O EAGLE PHARMACEUTICALS, INC. 50 TICE BLVD., SUITE 315 WOODCLIFF LAKE, NJ07677 Chief Financial Officer Signatures /s/ Scott Tarriff, Attorney-in-Fact 01/09/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares were issued pursuant to a restricted stock unit ("RSU") award, each RSU representing a contingent right to receive one share of the Issuer's common stock. The shares issuable in respect of such RSUs shall vest with respect to 25% of the shares of common stock on each of the one, two, three and four-year anniversaries of January 7, 2018, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date. ( 2 )The option vests over a period of four years, with 25% of the shares underlying the option vesting on January 7, 2019, the first anniversary of the date of grant, and the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date. ( 3 )Each performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's common stock. ( 4 )Represents the maximum number of shares issuable under this award. ( 5 )The shares issuable in respect of such PSUs shall vest on the three-year anniversary of January 1, 2018 (such three-year anniversary, the "Vesting Date"), based on the extent to which the following stock price hurdles are achieved for 30 consecutive trading days on or prior to the Vesting Date. If the Issuer's stock price reaches or surpasses $85.92, $110.00, $120.00 or $134.25, then 7,000, 14,000, 17,500 or 21,000 PSUs will vest, respectively. The number of shares issuable in respect of such PSUs vested on the Vesting Date will be determined by the highest Issuer stock price hurdle achieved. This vesting is subject to the Reporting Person's continuous service with the Issuer as of the Vesting Date.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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