SEC Form 4 

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |

1. Name and Address of Reporting Person^*
Parks Kenneth Scott

(Last) | (First) | (Middle)
BUILDING 4, TRIDENT PLACE, MOSQUITO WAY

(Street) 
HATFIELD, HERTFORDSHIRE | X0 | AL10 9UL

(City) | (State) | (Zip)

2. Issuer Name and Ticker or Trading Symbol 
Mylan N.V. [ MYL ]

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line) 
X | Form filed by One Reporting Person
| Form filed by More than One Reporting Person

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)
| | | Code | V | Amount | (A) or (D) | Price | | |
Ordinary Shares | 03/02/2019 | | M | | 6,103 | A | $0.00 | 15,541 | D |
Ordinary Shares | 03/02/2019 | | F | | 2,672^(1) | D | $27.45 | 12,869 | D |
Ordinary Shares | 03/03/2019 | | M | | 3,984 | A | $0.00 | 16,853 | D |
Ordinary Shares | 03/03/2019 | | F | | 1,745^(2) | D | $27.45 | 15,108 | 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)
| | | | Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | | | |
Employee Stock Option - Right to Buy | $27.45 | 03/01/2019 | | A | | 27,851 | | ^(3) | 03/01/2029 | Ordinary Shares | 27,851 | $0.00 | 27,851 | D |
Restricted Stock Units | $0.00 | 03/01/2019 | | A | | 46,631 | | ^(4) | ^(4) | Ordinary Shares | 46,631 | $0.00 | 46,631 | D |
Restricted Stock Units | $0.00 | 03/02/2019 | | M | | | 6,103 | ^(5) | ^(5) | Ordinary Shares | 6,103 | $0.00 | 12,204 | D |
Restricted Stock Units | $0.00 | 03/03/2019 | | M | | | 3,984 | ^(6) | ^(6) | Ordinary Shares | 3,984 | $0.00 | 3,984 | D |
Explanation of Responses:
1. Represents withholding of ordinary shares for the tax liability associated with the vesting and settlement of a portion of the restricted stock units (RSUs) granted on March 2, 2018.
2. Represents withholding of ordinary shares for the tax liability associated with the vesting and settlement of a portion of the RSUs granted on March 3, 2017.
3. 9,284 of the options will vest on March 2, 2020, 9,283 will vest on March 2, 2021, and 9,284 will vest on March 2, 2022. The options expire on March 1, 2029.
4. Each RSU represents the right to receive one ordinary share of Mylan N.V. 15,544 of the RSUs will vest on March 2, 2020, 15,543 will vest on March 2, 2021, and 15,544 will vest on March 2, 2022.
5. Each RSU represents the right to receive one ordinary share of Mylan N.V. 6,103 of the RSUs granted on March 2, 2018 vested on March 2, 2019, and 6,102 will vest on each of March 2, 2020 and March 2, 2021.
6. Each RSU represents the right to receive one ordinary share of Mylan N.V. 3,985 of the RSUs granted on March 3, 2017 vested on March 3, 2018, 3,984 vested on March 3, 2019, and 3,984 will vest on March 3, 2020.
Remarks:
| /s/ Kevin Macikowski, by power of attorney | 03/05/2019
| ** 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 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.
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