JAZZ Form 4: RSU Grant Vests July 24, 2026; 1,805-Share Tax Sale

Rhea-AI Filing Summary

Patrick Enright, identified as a director of Jazz Pharmaceuticals (JAZZ), was granted 3,507 restricted stock units (RSUs) on 08/07/2025. Each RSU represents a contingent right to receive one ordinary share and, subject to continued service and other conditions, the units will vest in full on July 24, 2026. The filing also reports a sale of 1,805 ordinary shares on 08/08/2025 at $111.2491 to satisfy tax obligations arising from the vesting of previously granted RSUs. The reported direct beneficial ownership rose to 28,184 shares following the RSU grant and declined to 26,379 shares after the tax-related sale.

Insights

Corporate Governance Expert

TL;DR: Routine director equity award and a tax-related disposition; governance alignment preserved, no new governance concerns disclosed.

The Form 4 shows a standard grant of restricted stock units to a non-employee director and a contemporaneous sale of shares to satisfy tax withholding. The RSUs vest on July 24, 2026, subject to continued service, which is a common retention and alignment mechanism for board members. The sale is described explicitly as a tax-related disposition of previously vested units. The filing does not disclose any change in board composition, new agreements, or governance exceptions.

Securities Analyst

TL;DR: Non-material insider grant and a tax-related sell-to-cover; reported holdings changed by a few thousand shares.

The reported transactions consist of a grant of 3,507 RSUs and a sale of 1,805 shares at $111.2491 for tax obligations. Reported direct beneficial ownership moved from 28,184 shares post-grant to 26,379 shares after the sale. The Form 4 does not report option exercises, pledges, or derivative positions. Based solely on the disclosed quantities and descriptions, these transactions are routine insider compensation and withholding actions documented under Section 16 reporting.

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^*

ENRIGHT PATRICK G

(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)

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

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)		3,507	A	$0.0	28,184	D
Ordinary Shares	08/08/2025		F(2)		1,805	D	$111.2491	26,379	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 2007 Amended and Restated Non-Employee Directors Stock Award Plan. Each restricted stock unit represents a contingent right to receive one ordinary share upon the vesting of the unit. Subject to the Reporting Person's continuous service and certain additional conditions, these units will vest in full on July 24, 2026.

2. Shares sold to satisfy tax obligations arising out of the vesting of previously granted restricted stock units.

	By: /s/Adam Guttmann, as attorney in fact For: Patrick Enright	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.
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.

FAQ

What transactions did Patrick Enright report on the JAZZ Form 4?

Grant: 3,507 RSUs on 08/07/2025; Sale: 1,805 ordinary shares on 08/08/2025 at $111.2491 to satisfy tax obligations.

How many Jazz Pharmaceuticals shares does Patrick Enright beneficially own after these transactions?

The filing reports 28,184 shares following the RSU grant and 26,379 shares after the tax-related sale.

When do the restricted stock units granted to Enright vest?

The RSUs are reported to vest in full on July 24, 2026, subject to the Reporting Person's continuous service and specified conditions.

Why were shares sold by Patrick Enright according to the Form 4?

The filing states the 1,805 shares were sold to satisfy tax obligations arising from the vesting of previously granted restricted stock units.

What is Patrick Enright's relationship to Jazz Pharmaceuticals in this filing?

The Form 4 identifies Patrick Enright as a Director of Jazz Pharmaceuticals (JAZZ).