George W. Lloyd - Nov 10, 2022 Form 4 Insider Report for Royalty Pharma plc (RPRX)

Role
EVP, Investments & CLO
Signature
/s/ Sean Weisberg, as Attorney-in-Fact for George W. Lloyd
Stock symbol
RPRX
Transactions as of
Nov 10, 2022
Transactions value $
-$2,192,613
Form type
4
Date filed
11/14/2022, 04:13 PM
Previous filing
Aug 11, 2022
Next filing
Nov 22, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RPRX Class A Ordinary Shares Sale -$1.1M -25K -13.16% $43.85 165K Nov 10, 2022 By GWL 2020 G, LLC F1, F2
transaction RPRX Class A Ordinary Shares Sale -$1.1M -25K -6.58% $43.85 355K Nov 10, 2022 By GWL 2014 G, LLC F1, F3
holding RPRX Class A Ordinary Shares 496K Nov 10, 2022 By GWL 2013 NG, LLC
holding RPRX Class A Ordinary Shares 274K Nov 10, 2022 By IRA
holding RPRX Class A Ordinary Shares 3K Nov 10, 2022 Direct
holding RPRX Class A Ordinary Shares 4.01K Nov 10, 2022 By Spouse

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RPRX LP interests in RPI US Partners 2019, LP Gift $0 -5.89K -100% $0.00* 0 Aug 12, 2022 Class A Ordinary Shares 58.9K Direct F4, F5, F6
holding RPRX LP interests in RPI US Partners 2019, LP 264K Nov 10, 2022 Class A Ordinary Shares 2.64M $0.00 By GWL 2020 G, LLC F6, F7
holding RPRX LP interests in RPI US Partners 2019, LP 173K Nov 10, 2022 Class A Ordinary Shares 1.73M $0.00 By GWL 2014 G, LLC F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Class A Ordinary Shares sold pursuant to a 10b5-1 plan.
F2 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.64 to $43.95 per share. The holder undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.65 to $43.94 per share. The holder undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 No limited partnership interests in RPI US Partners 2019, LP ("RPI US LP") are being exchanged by the Reporting Person. Each limited partnership interest in RPI US LP ("RPI US LP Interest") may be exchanged for ten Class B Interests in Royalty Pharma Holdings Limited ("Holdings"). Each Class B Interest in Holdings so distributed will be exchanged for one Class A Ordinary Share of the Issuer. Any exchanges will be made pursuant to the terms of the Exchange Agreement dated June 16, 2020, among the Issuer, Holdings, RPI US LP, RPI International Holdings 2019, LP, RPI International Partners 2019, LP and RPI EPA Holdings, LP (the "Exchange Agreement"). No additional value will be paid by the Reporting Person in connection with an exchange.
F5 The Reporting Person made a charitable donation of RPI US LP Interests. No Class A Ordinary Shares or RPI US LP Interests were sold.
F6 Represents RPI US LP Interests. Each RPI US LP Interest can be exchanged for ten Class B Interests in Holdings at any time and for no additional value, which exchange right does not expire until so converted. Upon such exchange, each Class B Interest in Holdings issued in exchange for a RPI US LP Interest will be exchanged for one Class A Ordinary Share of the Issuer for no additional value.
F7 The Reporting Person has agreed to retain and not sell Class A Ordinary Shares and RPI US LP Interests convertible into Class A Ordinary Shares representing approximately 7,397,096 Class A Ordinary Shares before February 2025 pursuant to an agreement by and between the Reporting Person and RP Management, LLC. This restriction is waivable under certain circumstances.