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SEC Filings

S-8
TEVA PHARMACEUTICAL INDUSTRIES LTD filed this Form S-8 on 09/07/2017
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EX-99.2

Exhibit 99.2

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

2008 EMPLOYEE STOCK PURCHASE PLAN

FOR U.S. EMPLOYEES

As amended and restated effective September 7, 2017

1.     Purpose. The purpose of the Plan is to provide employees of each Designated Employer with an opportunity to purchase ADSs, of Teva Pharmaceutical Industries Limited through accumulated payroll deductions. It is the intention of the Issuer, the Company and the other Designated Employers to have the Plan qualify as an “employee stock purchase plan” under Section 423 of the Code. The provisions of the Plan, accordingly, shall be construed so as to extend and limit participation in a manner consistent with the requirements of that section of the Code.

 

  2. Definitions.

(a)    “ADSs” shall mean the American Depositary Shares of the Issuer, each representing one Ordinary Share of the Issuer.

(b)    “Code” shall mean the United States Internal Revenue Code of 1986, as amended.

(c)    “Committee” shall mean the Compensation Committee of the Company Board or an administrative committee appointed by the Issuer Board, which shall be the administrative committee for the Plan.

(d)    “Company” shall mean Teva Pharmaceuticals USA, Inc.

(e)    “Company Board” shall mean the Board of Directors of the Company.

(f)    “Compensation” shall mean all wages, salary, overtime, bonuses, and commissions.

(g)    “Designated Employer” shall mean each United States Subsidiary.

(h)    “Employee” shall mean any individual who is an employee of any Designated Employer for purposes of tax withholding under the Code. For purposes of the Plan, the employment relationship shall be treated as continuing intact while the individual is on sick leave or other leave of absence approved by the Designated Employer, as applicable. Where the period of leave exceeds 90 days and the individual’s right to reemployment is not guaranteed either by statute or by contract, the employment relationship will be deemed to have terminated on the 91st day of such leave.

(i)    “Enrollment Date” shall mean the first Trading Day of each Offering Period.

(j)    “Exchange Act” shall mean the United States Securities Exchange Act of 1934, as amended.