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[Form 4] Royalty Pharma plc Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Terrance P. Coyne, EVP & CFO of Royalty Pharma plc (RPRX), reported an exempt acquisition on 08/06/2025 of 3,696 Class A Ordinary Shares in connection with the settlement of Equity Performance Awards. The filing shows the award settlement with a $0 price and cites the acquisition as exempt under Rule 16b-3.

The Form 4 shows the reporting person beneficially owned 52,342 Class A Ordinary Shares following the reported transaction, held indirectly through TPC RP EPA1 LLC. The filing also discloses additional indirect holdings including 790,000 shares held by TPC RP 2021, LLC, IRA and spouse accounts, and a reported disposal of 1,500 shares. The form was signed by attorney-in-fact on 08/08/2025.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: Routine award settlement increases reported holdings modestly; disclosure appears compliant and likely carries limited immediate market impact.

The Form 4 documents an exempt acquisition of 3,696 Class A Ordinary Shares by EVP & CFO Terrance P. Coyne on 08/06/2025, settled as Equity Performance Awards with a reported price of $0. Post-transaction beneficial ownership is stated as 52,342 shares indirectly through TPC RP EPA1 LLC. The filing also lists larger indirect holdings (e.g., 790,000 via TPC RP 2021, LLC) and a small reported disposal of 1,500 shares. Overall this reads as a routine insider award settlement and disclosure; it does not, on its face, signal a material change to company fundamentals.

TL;DR: Disclosure shows complex indirect ownership and award settlement handled under Rule 16b-3; filing appears to meet Section 16 reporting requirements.

The filing includes explicit explanatory language that the acquisition was exempt under Rule 16b-3 and details conversion/exchange mechanics for RPI US LP interests into Class A Ordinary Shares under the Amended and Restated Exchange Agreement. The report enumerates multiple indirect ownership vehicles and related-party holdings (IRA, spouse), which are disclosed on the Form 4. From a governance and compliance perspective, the report provides the key required facts: transaction date, nature of acquisition, quantities, and beneficial ownership after the transaction.

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).
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*
Coyne Terrance P.

(Last) (First) (Middle)
C/O ROYALTY PHARMA PLC
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Royalty Pharma plc [ RPRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & CFO
3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025
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
Class A Ordinary Shares 08/06/2025 A 3,696(1) A $0 52,342 I TPC RP EPA1 LLC
Class A Ordinary Shares 790,000 I By TPC RP 2021, LLC
Class A Ordinary Shares 23,270 I By IRA
Class A Ordinary Shares 1,500 D
Class A Ordinary Shares 24,170 I By Spouse's IRA
Class A Ordinary Shares 1,450 I By Spouse
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
LP interests in RPI US Partners 2019, LP (2) 08/08/2025 G 1,000 (3) (3) Class A Ordinary Shares 10,000 $0 43,350 I By TPC ICAI, LLC
LP interests in RPI US Partners 2019, LP $0 (3) (3) Class A Ordinary Shares 4,839,420 483,942 I By TPC RP, LLC
LP interests in RPI US Partners 2019, LP $0 (3) (3) Class A Ordinary Shares 1,175,260 117,526 I By TPC RP 2021, LLC
Explanation of Responses:
1. Reflects the exempt acquisition by the Reporting Person pursuant to Rule 16b-3 of Class A Ordinary Shares of the Issuer in connection with the settlement of Equity Performance Awards.
2. No limited partnership interests in RPI US Partners 2019, LP ("RPI US LP") are being exchanged by the Reporting Person. Each limited partnership interest in RPI US LP ("RPI US LP Interest") may be exchanged for ten Class B Interests in Royalty Pharma Holdings Limited ("Holdings"). Each Class B Interest in Holdings so distributed will be exchanged for one Class A Ordinary Share of the Issuer. Any exchanges will be made pursuant to the terms of the Amended and Restated Exchange Agreement. No additional value will be paid by the Reporting Person in connection with an exchange.
3. Represents RPI US LP Interests. Each RPI US LP Interest can be exchanged for ten Class B Interests in Holdings at any time and for no additional value, which exchange right does not expire until so converted. Upon such exchange, each Class B Interest in Holdings issued in exchange for a RPI US LP Interest will be exchanged for one Class A Ordinary Share of the Issuer for no additional value.
Remarks:
/s/ Sean Weisberg, as Attorney-in-Fact for Terrance P. Coyne 08/08/2025
** 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.
Royalty Pharma Plc

NASDAQ:RPRX

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16.91B
387.95M
8.74%
82.44%
3.85%
Biotechnology
Pharmaceutical Preparations
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United States
NEW YORK