SEC Filing | Eagle Pharmaceuticals, Inc.

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SEC FORM 3 SEC Form 3

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^*

Cahill Brian Joseph

(Last)

(First)

(Middle)

C/O EAGLE PHARMACEUTICALS, INC.

50 TICE BOULEVARD, SUITE 315

(Street)

WOODCLIFF LAKE

07677

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/29/2020

3. Issuer Name and Ticker or Trading Symbol
EAGLE PHARMACEUTICALS, INC. [ EGRX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

5. 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 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)
Common Stock	15,286⁽¹⁾	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Employee Stock Option (right to buy)	⁽²⁾	10/11/2026	Common Stock	10,000	64.7	D
Employee Stock Option (right to buy)	⁽³⁾	01/06/2028	Common Stock	12,500	59.14	D
Employee Stock Option (right to buy)	⁽⁴⁾	01/29/2029	Common Stock	13,636	41.37	D
Employee Stock Option (right to buy)	⁽⁵⁾	01/05/2030	Common Stock	13,000	59.79	D

Explanation of Responses:

1. Includes 13,379 restricted stock units ("RSUs"). 1,266 RSUs vests in two (2) equal installments on January 7, 2021 and January 7, 2022; 5,113 RSUs vests in three (3) equal installments on January 29, 2021, January 29, 2022 and January 29, 2023; and 7,000 RSUs vests in four (4) equal installments on January 5, 2021, January 5, 2022, January 5, 2023 and January 29, 2024.

2. Fully vested.

3. 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.

4. The option vests over a period of four years, with 25% of the shares underlying the option vesting on January 29, 2020, 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.

5. The option vests over a period of four years, with 25% of the shares underlying the option vesting on January 5, 2021, 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.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney

	/s/ Jason Minio, Attorney-in-Fact	11/09/2020
	** 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.

Exhibit 24

POWER OF ATTORNEY

    Know all by these presents, that the undersigned hereby constitutes and
appoints each of Scott Tarriff and Michael Cordera of Eagle Pharmaceuticals,
Inc. (the "Company") and each of Marc Recht (attorney), Courtney T. Thorne
(attorney), Lily Colahan (attorney), and Jason Minio (senior paralegal) of the
law firm Cooley LLP ("Cooley"), signing individually, the undersigned's true and
lawful attorney-in fact and agent to:

    (1) prepare, execute on behalf of the undersigned, and submit to the U.S.
Securities and Exchange Commission (the "SEC") any documents necessary or
advisable to obtain EDGAR access codes or make any updates to the undersigned's
EDGAR access codes once obtained, enabling the undersigned to make electronic
filings of reports with the SEC;

    (2) execute for and on behalf of the undersigned, an officer, director or
holder of 10% of more of a registered class of securities of the Company, Forms
3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of
1934, as amended (the "Exchange Act") and the rules thereunder;

    (3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute such Form 3, 4 or 5,
complete and execute any amendment or amendments thereto, and timely file such
forms or amendments with the SEC and any stock exchange or similar authority;
and

    (4) take any other action of any nature whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

    The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

    This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) the undersigned is no longer required to file Forms 3,
4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorney-in-fact or (c) until such
attorney-in-fact shall no longer be employed by the Company or by Cooley, as
applicable.

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 4th day of October 2020.

/s/ Brian Cahill
Brian Cahill