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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Carr Patricia

(Last) (First) (Middle)
5TH FL, WATERLOO EXCHANGE
WATERLOO RD

(Street)
DUBLIN 4 L2

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/07/2019
3. Issuer Name and Ticker or Trading Symbol
Jazz Pharmaceuticals plc [ JAZZ ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Finance& PAO
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)
Ordinary Shares 4,600(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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) (2) 02/24/2026 Ordinary Shares 1,980 123.36 D
Non-Qualified Stock Option (right to buy) (3) 03/01/2027 Ordinary Shares 5,250 136.18 D
Non-Qualified Stock Option (right to buy) (4) 02/27/2029 Ordinary Shares 4,250 140.03 D
Non-Qualified Stock Option (right to buy) (5) 02/29/2028 Ordinary Shares 4,500 140.67 D
Non-Qualified Stock Option (right to buy) (6) 02/26/2024 Ordinary Shares 4,000 166.62 D
Non-Qualified Stock Option (right to buy) (7) 02/25/2025 Ordinary Shares 4,500 175.19 D
Explanation of Responses:
1. Consists of (1) 500 restricted stock units of the 2,000 originally granted on February 25, 2016 (1,500 having been released and sold), (2) 1,050 restricted stock units of the 2,100 originally granted on March 2, 2017 (1,050 having been released and sold), (3) 1,350 restricted stock units of the 1,800 originally granted on March 1, 2018 (450 having been released and sold), and (4) 1,700 restricted stock units granted on February 28, 2019, all of which were granted pursuant to the Issuer?s 2011 Equity Issuer Plan. Each restricted stock unit represents a contingent right to receive one ordinary share upon the vesting of the unit. Each grant of restricted stock units vests in four equal annual installments, and the remaining unvested restricted stock units will vest on various dates between February 25, 2020 and March 5, 2022.
2. These options were granted pursuant to the Issuer's 2011 Equity Incentive Plan. The ordinary shares subject to these options vest over four years measured from the grant date, February 25, 2016, with 1/4th vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter.
3. These options were granted pursuant to the Issuer's 2011 Equity Incentive Plan. The ordinary shares subject to these options vest over four years measured from the grant date, March 2, 2017, with 1/4th vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter.
4. These options were granted pursuant to the Issuer's 2011 Equity Incentive Plan. The ordinary shares subject to these options vest over four years measured from the grant date, February 28, 2019, with 1/4th vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter.
5. These options were granted pursuant to the Issuer's 2011 Equity Incentive Plan. The ordinary shares subject to these options vest over four years measured from the grant date, March 1, 2018, with 1/4th vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter.
6. These options were granted pursuant to the Issuer's 2011 Equity Incentive Plan. The ordinary shares subject to these options vested over four years measured from the grant date, February 27, 2014, with 1/4th vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter. The option is fully vested and exercisable as of the date of this Form.
7. These options were granted pursuant to the Issuer's 2011 Equity Incentive Plan. The ordinary shares subject to these options vested over four years measured from the grant date, February 26, 2015, with 1/4th vesting on the first anniversary of the grant date and the remainder vesting in 36 equal monthly installments thereafter. The option is fully vested and exercisable as of the date of this Form.
By: /s/Peter A Christou, as attorney in fact For: Patricia Carr 08/12/2019
** 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 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.
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby 
constitutes and appoints each of VALERIE PIERCE, 
PETER A. CHRISTOU, DORIS CHOI, PAZ DIZON and JOLEEN COX 
signing individually, the undersigned's true and 
lawful attorneys-in fact and agents to:
1)execute for and on behalf of the undersigned (a) 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 and (b) Forms 144 in accordance with Rule 144 
promulgated under the Securities Act of 1933, as amended, as 
such Rule may be amended from time to time (or any successor 
rule) ("Rule 144");
2)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 Forms 3, 4, 5 or 144 (collectively, the "Forms"), 
complete and execute any amendment or amendments thereto, and 
timely file such Forms or amendments with the U.S. Securities 
and Exchange Commission and any stock exchange or similar 
authority; and
3)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, including but
 not limited 
to executing and delivering for and on behalf of the undersigned 
any seller's representation letter that may be required to be 
submitted to any broker effecting any sale of securities issued 
by Jazz Pharmaceuticals plc (the "Company") for the account of 
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 each 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 attorneys-in-
fact, in serving in such capacity at the request of the 
undersigned, are not assuming, nor is the Company or any of its 
affiliates, assuming, any of the undersigned's responsibilities 
to comply with (a) Section 16 of the Exchange Act and (b) all of 
the applicable conditions of the Rule 144 safe harbor with 
respect to a sale of securities issued by the Company.
	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 any Forms 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 attorneys-in-fact or (c) as 
to any attorney-in-fact individually, until such attorney-in-
fact shall no longer be employed by the Company or an affiliate 
of the Company.
IN WITNESS WHEREOF, the undersigned has caused this Power of 
Attorney to be executed as of this 30th day of July 2019.
/s/ Patricia Carr
PATRICIA CARR