| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/17/2025 |
3. Issuer Name and Ticker or Trading Symbol
AMARIN CORP PLC\UK [ AMRN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| American Depositary Share(1) | 7,950 | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Stock Units(2) | (3) | (4) | American Depositary Share(1) | 6,740 | $0 | D | |
| Restricted Stock Units(2) | (5) | (4) | American Depositary Share(1) | 5,800 | $0 | D | |
| Restricted Stock Units(2) | (6) | (4) | American Depositary Share(1) | 7,376 | $0 | D | |
| Stock Option (Right to Buy) | (7) | 01/10/2035 | American Depositary Share(1) | 33,193 | $12.4(8) | D | |
| Stock Option (Right to Buy) | (9) | 02/01/2034 | American Depositary Share(1) | 20,900 | $24.2(8) | D | |
| Stock Option (Right to Buy) | (10) | 02/21/2033 | American Depositary Share(1) | 13,480 | $36(8) | D | |
| Stock Option (Right to Buy) | (11) | 06/01/2032 | American Depositary Share(1) | 5,000 | $29(8) | D | |
| Explanation of Responses: |
| 1. Effective April 11, 2025, the Issuer implemented a ratio change that one (1) American Depositary Share ("ADS") currently represents twenty (20) Ordinary Shares ("ADS Ratio Change"). Proportionate adjustments were made to the Issuer's outstanding equity awards. The amount of securities reported on this Form 3 reflect the ADS Ratio Change. |
| 2. Each RSU represents a contingent right to receive twenty Ordinary Shares or cash in lieu thereof at the Issuer's discretion. |
| 3. On February 21, 2023, the Reporting Person was granted 6,740 Restricted Stock Units ("RSUs") under the Amarin Corporation plc 2011 Stock Incentive Plan (the "Plan"). These RSUs vest in three equal installments on each of January 31, 2024, January 31, 2025 and January 31, 2026. |
| 4. Not applicable. |
| 5. On February 1, 2024, the Reporting Person was granted 5,800 RSUs under the Plan. These RSUs vest in three equal installments on each of January 31, 2025, January 31, 2026 and January 31, 2027. |
| 6. On January 10, 2025, the Reporting Person was granted 7,376 RSUs under the Plan. These RSUs vest over eighteen months, with 50% to vest on the first anniversary of the grant date and the remaining balance to vest eighteen months after grant date. |
| 7. On January 10, 2025, the Reporting Person was granted an option to purchase 33,193 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable over eighteen months, with 50% to vest on the first anniversary of the grant date and the remaining balance to vest eighteen months after grant date. |
| 8. Grant price is set at the higher of (1) our nominal par value of 50 pence per share, as converted on date of grant, for which our Plan dictates under United Kingdom law, or (2) fair market value of stock price on the NASDAQ at close of business day. |
| 9. On February 1, 2024, the Reporting Person was granted an option to purchase 20,900 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable over three years, with 33% to vest on the first anniversary of the grant date and the balance to vest ratably over the subsequent 8 calendar quarters on the last day of each April, July, October and January. |
| 10. On February 21, 2023, the Reporting Person was granted an option to purchase 13,480 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable over three years, with 33% to vest on the first anniversary of the grant date and the balance to vest ratably over the subsequent 8 calendar quarters on the last day of each April, July, October and January. |
| 11. On June 1, 2022, the Reporting Person was granted an option to purchase 5,000 Ordinary Shares under the Plan. The shares subject to this option shall vest and become exercisable over four years, with 25% to vest on the first anniversary of the grant date and the balance to vest ratably over the subsequent 12 calendar quarters on the last day of each April, July, October and January. |
| /s/ Jonathan Provoost, by power of attorney | 10/31/2025 | |
| ** Signature of Reporting Person | 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||