Jazz Pharmaceuticals (JAZZ) CEO has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Jazz Pharmaceuticals plc President & CEO Renee D. Gala reported a tax-related share transaction. On March 5, 2026, 7,065 ordinary shares were disposed of at $188.69 per share to satisfy tax obligations from vesting restricted stock units. After this withholding transaction, she directly owned 152,630 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^*

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)
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)		7,065	D	$188.69	152,630	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: Renee D. Gala	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).
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FAQ

What insider transaction did Jazz Pharmaceuticals (JAZZ) report for Renee D. Gala?

Jazz Pharmaceuticals reported that President & CEO Renee D. Gala disposed of 7,065 ordinary shares. The shares were withheld to cover tax obligations arising from the vesting of previously granted restricted stock units, rather than an open-market sale.

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

No. The Form 4 states the 7,065 ordinary shares were withheld to satisfy tax obligations from vesting restricted stock units. This is a tax-withholding disposition, not a discretionary open-market sale of shares by the CEO.

How many Jazz Pharmaceuticals (JAZZ) shares did the CEO dispose of for taxes?

Renee D. Gala had 7,065 ordinary shares disposed of at $188.69 per share. According to the filing, this transaction satisfied tax obligations from the vesting of a portion of her previously granted restricted stock units.

What is Renee D. Gala’s Jazz Pharmaceuticals (JAZZ) share ownership after the Form 4 transaction?

Following the tax-withholding disposition, President & CEO Renee D. Gala directly owned 152,630 ordinary shares of Jazz Pharmaceuticals. This figure reflects her holdings after 7,065 shares were withheld to cover RSU-related tax obligations.

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

Transaction code F indicates shares used to pay an exercise price or tax liability. In this case, 7,065 Jazz Pharmaceuticals ordinary shares were withheld to satisfy tax obligations triggered by the vesting of previously granted restricted stock units.