Jazz Pharma CEO sells 2,000 shares at $243

Jazz Pharmaceuticals’ CEO reported tax-related share withholding and an automatic Rule 10b5-1 share sale.

Rhea-AI Filing Summary

Jazz Pharmaceuticals plc (JAZZ) reported insider activity by President & CEO Renee D. Gala on September 8, 2026. Gala had 1,967 ordinary shares withheld to satisfy tax obligations arising from the vesting of previously granted restricted stock units, and separately sold 2,000 ordinary shares at $243.03 per share in a sale described as an open market or private transaction made automatically under a Rule 10b5-1 trading plan adopted on June 4, 2026.

Insider Trade Summary 10b5-1

Net Seller: 2,000 shares

Net Sell 2 txns

Insider GALA RENEE D

Role President & CEO

Sold 2,000 shs ($486K)

Type	Security	Shares	Price	Value
Tax Withholding	Ordinary Shares F1	1,967	$246.81	$485K
Sale	Ordinary Shares F2	2,000	$243.03	$486K

Holdings After Transaction: Ordinary Shares — 143,394 shares (Direct)

Footnotes (2)

1. F1. Shares withheld to satisfy tax obligations arising out of vesting of a portion of previously granted restricted stock units.
2. F2. This transaction was made pursuant to a plan adopted by the reporting person on June 4, 2026 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The transaction occurred automatically and does not represent a discretionary transaction by the reporting person.

Key Figures

Shares withheld for taxes: 1,967 ordinary shares Shares sold: 2,000 ordinary shares Sale price per share: $243.03 per share +2 more

5 metrics

Shares withheld for taxes 1,967 ordinary shares Withheld on September 8, 2026 to satisfy tax obligations from restricted stock unit vesting

Shares sold 2,000 ordinary shares Sale by Renee D. Gala on September 8, 2026

Sale price per share $243.03 per share Price for 2,000 ordinary shares sold on September 8, 2026

Tax-withholding reference price $246.81 per share Reference price applied to 1,967 shares withheld for tax obligations on September 8, 2026

Rule 10b5-1 plan adoption date June 4, 2026 Date the trading plan covering the 2,000-share sale was adopted

Key Terms

restricted stock units, Rule 10b5-1, tax obligations

3 terms

restricted stock units financial

"arising out of vesting of a portion of previously granted restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 10b5-1 regulatory

"adopted by the reporting person on June 4, 2026 in accordance with Rule 10b5-1"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

tax obligations financial

"Shares withheld to satisfy tax obligations arising out of vesting"

FAQ

What insider transactions did JAZZ’s CEO report on September 8, 2026?

Renee D. Gala reported two transactions on September 8, 2026: 1,967 ordinary shares were withheld to satisfy tax obligations from restricted stock unit vesting, and 2,000 ordinary shares were sold at $243.03 per share in an open market or private transaction.

How many Jazz Pharmaceuticals (JAZZ) shares were sold by the CEO and at what price?

Renee D. Gala sold 2,000 ordinary shares of Jazz Pharmaceuticals at $243.03 per share on September 8, 2026, in a sale described as an open market or private transaction.

Were any Jazz Pharmaceuticals (JAZZ) shares withheld for taxes in this Form 4?

Yes. 1,967 ordinary shares were withheld on September 8, 2026 to satisfy tax obligations arising from the vesting of a portion of previously granted restricted stock units held by Renee D. Gala.

Was the JAZZ CEO’s share sale made under a Rule 10b5-1 trading plan?

Yes. The 2,000-share sale on September 8, 2026 was made pursuant to a trading plan adopted on June 4, 2026 in accordance with Rule 10b5-1, and the sale occurred automatically rather than as a discretionary transaction.

Does the Form 4 state whether the JAZZ CEO’s sale was discretionary?

The Form 4 states that the September 8, 2026 sale of 2,000 ordinary shares occurred automatically under a Rule 10b5-1 trading plan and does not represent a discretionary transaction by Renee D. Gala.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/10/2026 - 04:33 PM Accepted by SEC EDGAR 09/10/2026 - 04:33 PM Learn about SEC filing dates

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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

(City) (State) (Zip)

IRELAND

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	09/08/2026		F(1)		1,967	D	$246.81	145,394	D
Ordinary Shares	09/08/2026		S(2)		2,000	D	$243.03	143,394	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.

2. This transaction was made pursuant to a plan adopted by the reporting person on June 4, 2026 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The transaction occurred automatically and does not represent a discretionary transaction by the reporting person.

	By: /s/Paz Dizon, as attorney in fact For: Gala, Renee D.	09/10/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)