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^*

Dolan Christine

(Last)

(First)

(Middle)

C/O CATALENT, INC.

14 SCHOOLHOUSE ROAD

(Street)

SOMERSET

08873

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/08/2016

3. Issuer Name and Ticker or Trading Symbol
Catalent, Inc. [ CTLT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

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	5,737⁽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)
Common Stock	⁽²⁾	05/25/2022	Common Stock	26,250	$18.57	D
Common Stock	⁽³⁾	05/25/2022	Common Stock	5,250	$18.57	D
Common Stock	⁽⁴⁾	07/30/2024	Common Stock	11,122	$20.5	D
Common Stock	⁽⁵⁾	08/27/2025	Common Stock	6,777	$31.96	D
Common Stock	⁽⁶⁾	08/26/2026	Common Stock	10,199	$24.44	D

Explanation of Responses:

1. Includes restricted stock units.

2. On May 25, 2012, the reporting person was granted options to purchase 26,250 shares of common stock of the Issuer which vest and become exercisable in five equal annual installments beginning on May 25, 2013.

3. On May 25, 2012 the reporting person was granted options to purchase 8,750 shares of common stock of the Issuer which vest and become exercisable in five equal annual installments based on satisfaction of certain performance criteria for each of the fiscal years ending 2013, 2014, 2015, 2016 and 2017. The performance criteria for 2013, 2014 and 2015 were met, resulting in vesting of the option as to 5,250 shares in the aggregate.

4. On July 30, 2014, the reporting person was granted options to purchase 11,122 shares of common stock of the Issuer which vest and become exercisable in four equal annual installments beginning on July 30, 2015.

5. On August 27, 2015, the reporting person was granted options to purchase 6,777 shares of common stock of the Issuer which vest and become exercisable in four equal annual installments beginning on August 27, 2016.

6. On July 26, 2016, the reporting person was granted options to purchase 10,199 shares of common stock of the Issuer which vest and become exercisable in four equal annual installments beginning July 26, 2017.

Remarks:

Senior Vice President - Product Development

	Christine Caputo, by power of attorney	09/12/2016
	** 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.
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