Jazz Pharmaceuticals (JAZZ) CEO awarded 18,808 RSUs with four-year vesting

Rhea-AI Filing Summary

Renee D. Gala, President & CEO of Jazz Pharmaceuticals (JAZZ), reported a grant of 18,808 restricted stock units (RSUs) under the Issuer's 2011 Equity Incentive Plan with a vesting schedule measured from a September 2025 commencement date. Each RSU represents a contingent right to one ordinary share and vests in equal annual installments over four years, with one-quarter vesting on the first anniversary. The filing also discloses acquisition of 166 ordinary shares under a Section 423 Employee Stock Purchase Plan on May 30, 2025. Following the reported transactions, Ms. Gala beneficially owns 107,869 ordinary shares.

Positive

• 18,808 RSUs granted under the Issuer's 2011 Equity Incentive Plan with an explicit four-year vesting schedule starting September 2025.
• 166 ordinary shares acquired under a Section 423 Employee Stock Purchase Plan on May 30, 2025; total beneficial ownership reported as 107,869 shares.

Negative

• None.

Insights

Financial Analyst

TL;DR: CEO granted 18,808 RSUs that convert to ordinary shares over four years; total reported beneficial ownership is 107,869 shares.

The reported award of 18,808 RSUs is structured to vest in equal annual installments over four years beginning September 2025, which creates a predictable schedule for potential issuance of ordinary shares upon vesting. The filing separately records acquisition of 166 shares via the Section 423 Employee Stock Purchase Plan. These items are routine compensation and purchase disclosures that update insider holdings; they do not themselves disclose cash payments, additional cash compensation changes, or other operational results.

Corporate Governance Expert

TL;DR: Equity grant follows the Issuer's 2011 Equity Incentive Plan and uses multi-year vesting, consistent with long-term incentive practices.

The RSUs are explicitly granted under the 2011 Equity Incentive Plan and include a four-year vesting timetable measured from a specified vesting commencement date. The filing also reports an employee purchase plan transaction of 166 shares. Both disclosures are standard governance-level items that document insider compensation and share accumulation; the form records beneficial ownership updating but contains no additional governance actions or departures.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GALA RENEE D

(Last) (First) (Middle)

5TH FL, WATERLOO EXCHANGE

WATERLOO RD

(Street)

DUBLIN 4 L2

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Jazz Pharmaceuticals plc [ JAZZ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	08/07/2025		A(1)		18,808	A	$0.0	107,869(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These restricted stock units are granted pursuant to the Issuer's 2011 Equity Incentive Plan. Each restricted stock unit represents a contingent right to receive one ordinary share upon the vesting of the unit. These units vest in equal annual installments over four years measured from the vesting commencement date of September, 2025, with 1/4th vesting on the first anniversary of the vesting commencement date and the remainder vesting in equal annual installments over the subsequent three years.

2. The Reporting Person acquired 166 ordinary shares under a Section 423 Employee Stock Purchase Plan on May 30, 2025.

	By: /s/Adam Guttmann, as attorney in fact For: Renee D Gala	08/11/2025
	** 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 4 (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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FAQ

Who reported the transaction on the Form 4 for JAZZ?

The reporting person is Renee D. Gala, identified as President & CEO of Jazz Pharmaceuticals.

What equity award did Renee Gala receive and when did the transaction occur?

The Form 4 reports a grant of 18,808 restricted stock units (RSUs) with a transaction date of 08/07/2025.

What is the vesting schedule for the RSUs granted to Renee Gala?

The RSUs vest in equal annual installments over four years measured from a vesting commencement date of September 2025, with 1/4th vesting on the first anniversary.

Did the filing report any other share acquisitions by the reporting person?

Yes. The reporting person acquired 166 ordinary shares under a Section 423 Employee Stock Purchase Plan on May 30, 2025.

How many ordinary shares does Renee Gala beneficially own after these transactions?

The Form 4 reports 107,869 ordinary shares beneficially owned following the reported transactions.