Jazz Pharmaceuticals (JAZZ) EVP has 2,503 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Jazz Pharmaceuticals plc executive reports tax-related share disposition. EVP and Chief Commercial Officer Samantha Pearce had 2,503 Ordinary Shares withheld at $188.69 per share to satisfy tax obligations from the vesting of previously granted restricted stock units. After this tax-withholding transaction, she directly owns 50,272 Ordinary Shares.

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

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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^*

Pearce Samantha

(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)
	EVP, Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		F(1)		2,503	D	$188.69	50,272	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. Shares withheld to satisfy tax obligations arising out of vesting of a portion of previously granted restricted stock units.

	By: /s/Paz Dizon, as attorney in fact For: Samantha J. Pearce	03/09/2026
	** 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).
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FAQ

What did Jazz Pharmaceuticals (JAZZ) disclose in Samantha Pearce’s latest Form 4?

Jazz Pharmaceuticals reported that EVP and Chief Commercial Officer Samantha Pearce had 2,503 Ordinary Shares withheld to cover taxes from vested restricted stock units. This was a tax-withholding disposition, not an open-market stock sale, and is a routine administrative transaction.

How many Jazz Pharmaceuticals (JAZZ) shares were disposed of for taxes by Samantha Pearce?

Samantha Pearce had 2,503 Ordinary Shares withheld to satisfy tax obligations tied to RSU vesting. The shares were valued at $188.69 each for this withholding, according to the Form 4 and its accompanying footnote disclosure.

What is Samantha Pearce’s Jazz Pharmaceuticals (JAZZ) share ownership after the Form 4 transaction?

Following the tax-withholding disposition, Samantha Pearce directly owns 50,272 Ordinary Shares of Jazz Pharmaceuticals. This figure reflects her holdings after 2,503 shares were withheld to cover tax liabilities arising from vested restricted stock units.

Was the Jazz Pharmaceuticals (JAZZ) Form 4 transaction an open-market sale?

No, the Form 4 indicates a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to pay taxes due on the vesting of previously granted restricted stock units, as described in the filing’s footnote.

What does transaction code F mean in the Jazz Pharmaceuticals (JAZZ) Form 4?

Transaction code F represents payment of an exercise price or tax liability by delivering securities. In this case, 2,503 Ordinary Shares were withheld to satisfy tax obligations from the vesting of restricted stock units granted to Samantha Pearce.