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Amarin Corporation (AMRN) CFO equity award includes tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Amarin Corporation SVP & CFO Peter L. Fishman reported equity compensation activity. On August 1, 2026, 313 Restricted Stock Units vested and were converted into 313 American Depositary Shares (ADSs) after a prior ADS ratio change. To satisfy tax obligations, 155 ADSs were withheld by the company at $14.26 per share under Rule 16b-3, which the company notes is not a market sale. Each RSU represents a contingent right to receive twenty Ordinary Shares or cash at Amarin’s discretion.

Positive

  • None.

Negative

  • None.
Insider Fishman Peter L.
Role SVP, CFO
Type Security Shares Price Value
Grant/Award Restricted Stock Unit F5, F1, F2, F3 313 $0.00 $0.00
Exercise American Depositary Share F1, F2, F3 313 -- --
Tax Withholding American Depositary Share F1, F4 155 $14.26 $2K
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); American Depositary Share — 7,619 shares (Direct)
Footnotes (5)
  1. F1. 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 4 reflect the ADS Ratio Change.
  2. F2. On August 8, 2022, the Reporting Person was granted 1,250 RSUs under the Amarin Corporation plc 2011 Stock Incentive Plan (the "Plan"). These RSUs vest in four equal installments on each of August 1, 2023, August 1, 2024, August 1, 2025, and August 1, 2026.
  3. F3. Not applicable.
  4. F4. Represents withholding by the Issuer of shares in respect of tax liability incident to the vesting of a security issued in accordance with Rule 16b-3, and not a market sale of securities.
  5. F5. Each RSU represents a contingent right to receive twenty Ordinary Shares or cash in lieu thereof at the Issuer's discretion.
RSUs vested and converted 313.0000 ADSs RSUs vested and converted into ADSs on 2026-08-01
Shares withheld for taxes 155.0000 ADSs ADSs withheld by issuer for tax liability at vesting
Tax withholding price $14.2600 per ADS Value used for shares withheld to satisfy tax liability
Original RSU grant 1,250 RSUs Granted on August 8, 2022 under 2011 Stock Incentive Plan
RSU vesting schedule 4 equal installments Vesting each August 1 from 2023 through 2026
ADS ratio 1 ADS : 20 Ordinary Shares ADS ratio change effective April 11, 2025
Restricted Stock Unit financial
"the Reporting Person was granted 1,250 RSUs under the Amarin Corporation plc 2011"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
American Depositary Share financial
"ratio change that one (1) American Depositary Share ("ADS") currently represents"
An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.
ADS Ratio Change financial
"represents twenty (20) Ordinary Shares ("ADS Ratio Change"). Proportionate adjustments"
An ads ratio change is an adjustment to how many American Depositary Shares (ADS) represent one unit of a foreign company’s ordinary shares — like changing whether a cake is cut into 2 or 10 slices. Investors care because it alters the number of tradable ADS, the implied price per ADS and an investor’s ownership stake, which can affect liquidity, perceived value and comparisons of holdings across markets.
Rule 16b-3 regulatory
"tax liability incident to the vesting of a security issued in accordance with Rule 16b-3,"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
contingent right financial
"Each RSU represents a contingent right to receive twenty Ordinary Shares or cash"

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FAQ

What insider transaction did AMRN’s CFO Peter L. Fishman report?
Peter L. Fishman reported 313 RSUs vesting into 313 ADSs on August 1, 2026. In the same event, 155 ADSs were withheld by Amarin to cover tax obligations, characterized as a Rule 16b-3 tax withholding rather than a market sale.

How many AMRN shares were withheld for taxes in this Form 4?
Amarin withheld 155 American Depositary Shares from Peter L. Fishman at $14.26 per share to cover tax liability. The company states this withholding relates to RSU vesting and is not a market sale of securities under Rule 16b-3.

How many AMRN ADSs did the CFO receive from RSU vesting?
From RSU vesting, Peter L. Fishman received 313 ADSs on August 1, 2026. These ADSs arose from a prior 1,250 RSU grant that vests in four equal installments on August 1 of 2023, 2024, 2025, and 2026 under Amarin’s 2011 Stock Incentive Plan.

What is the ADS ratio change mentioned for AMRN in this filing?
Effective April 11, 2025, Amarin implemented a ratio change so that one ADS represents twenty Ordinary Shares. The company made proportionate adjustments to outstanding equity awards, and the 313 ADSs and related RSUs reported here reflect this ADS ratio change.

What does each AMRN RSU represent in this Form 4 filing?
Each Restricted Stock Unit in this report represents a contingent right to receive twenty Ordinary Shares or cash instead, at Amarin’s discretion. For this transaction, 313 RSUs vested and were settled in an equivalent number of American Depositary Shares.
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Fishman Peter L.
(Last)(First)(Middle)
C/O AMARIN PHARMA, INC.
440 US HIGHWAY 22
(Street)
BRIDGEWATER NEW JERSEY 08807
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AMARIN CORP PLC\UK [ AMRN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
American Depositary Share(1)08/01/2026M(2)313(1)A(3)7,774(1)D
American Depositary Share(1)08/01/2026F(4)155(1)D$14.267,619(1)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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(5)$0.0008/01/2026A313(1) (2) (3)American Depositary Shares(1)313(1)$0.000(1)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 4 reflect the ADS Ratio Change.
2. On August 8, 2022, the Reporting Person was granted 1,250 RSUs under the Amarin Corporation plc 2011 Stock Incentive Plan (the "Plan"). These RSUs vest in four equal installments on each of August 1, 2023, August 1, 2024, August 1, 2025, and August 1, 2026.
3. Not applicable.
4. Represents withholding by the Issuer of shares in respect of tax liability incident to the vesting of a security issued in accordance with Rule 16b-3, and not a market sale of securities.
5. Each RSU represents a contingent right to receive twenty Ordinary Shares or cash in lieu thereof at the Issuer's discretion.
/s/ Jonathan Provoost, by power of attorney08/03/2026
** Signature of Reporting PersonDate
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).
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR