Royalty Pharma (RPRX) CFO’s entities sell Class A shares under 10b5-1 plan

Rhea-AI Filing Summary

Royalty Pharma plc EVP & CFO Terrance P. Coyne reported automatic sales of Class A Ordinary Shares through entities associated with him. On January 20, 2026, TPC RP 2021, LLC sold 65,832 Class A shares at a weighted average price of $39.3484 per share, leaving 394,996 shares held indirectly by that LLC. On the same date, TPC RP EPA1 LLC sold 3,750 Class A shares at a weighted average price of $39.3484, with 36,010 shares remaining held indirectly by that LLC.

All reported sales were made under a Rule 10b5-1 trading plan adopted by Coyne on August 8, 2025, meaning they were pre-arranged. In addition, Coyne reports indirect holdings of Class A shares through a spouse’s IRA, his own IRA, and shares held by his spouse, as well as limited partnership and Class E Ordinary Share interests that are exchangeable for additional Class A Ordinary Shares, with some of those interests subject to vesting conditions.

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
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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).

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^*

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)
01/20/2026

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
Class A Ordinary Shares	01/20/2026		S(1)		65,832	D	$39.3484(2)	394,996	I	By TPC RP 2021, LLC
Class A Ordinary Shares	01/20/2026		S(1)		3,750	D	$39.3484(2)	36,010	I	TPC RP EPA1 LLC
Class A Ordinary Shares								24,170	I	By Spouse's IRA
Class A Ordinary Shares								23,270	I	By IRA
Class A Ordinary Shares								1,500	D
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

Explanation of Responses:

1. All reported transactions were effected pursuant to a 10b5-1 plan adopted by the Reporting Person on August 8, 2025.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.86 to $39.66 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Remarks:

In addition to the Class A Ordinary Shares disclosed above, the Reporting Person and family vehicles controlled by the Reporting Person hold limited partnership interests in RPI US Partners 2019, LP exchangeable into 6,448,180 Class A Ordinary Shares and Class E Ordinary Shares of Royalty Pharma Holdings Ltd ("RPH") exchangeable into 1,807,277 Class A Ordinary Shares. Class E Ordinary Shares of RPH are subject to vesting conditions.

	/s/ Sean Weisberg, as Attorney-in-Fact for Terrance P. Coyne	01/23/2026
	** 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 insider transaction did RPRX EVP & CFO Terrance P. Coyne report?

Terrance P. Coyne reported indirect sales of Class A Ordinary Shares of Royalty Pharma plc on January 20, 2026, through entities associated with him, while also disclosing his and related entities’ remaining share and partnership interests.

How many Royalty Pharma (RPRX) shares were sold in this Form 4 filing?

The filing shows that 65,832 Class A Ordinary Shares were sold by TPC RP 2021, LLC and 3,750 Class A Ordinary Shares were sold by TPC RP EPA1 LLC, both on January 20, 2026.

What sale prices were reported for the RPRX shares in the Form 4?

The sales were reported at a weighted average price of $39.3484 per share. The filing notes that the shares were sold in multiple transactions at prices ranging from $38.86 to $39.66 per share.

Were the RPRX insider share sales part of a 10b5-1 trading plan?

Yes. The Form 4 states that all reported transactions were effected pursuant to a 10b5-1 plan adopted by Terrance P. Coyne on August 8, 2025, indicating they were pre-arranged trades.

How many Royalty Pharma shares do the entities still hold after the reported sales?

After the sales, TPC RP 2021, LLC holds 394,996 Class A Ordinary Shares and TPC RP EPA1 LLC holds 36,010 Class A Ordinary Shares, both reported as indirect holdings of Terrance P. Coyne.

What additional exchangeable interests related to RPRX does Terrance P. Coyne report?

The filing notes that Coyne and family vehicles hold limited partnership interests in RPI US Partners 2019, LP exchangeable into 6,448,180 Class A Ordinary Shares, and Class E Ordinary Shares of Royalty Pharma Holdings Ltd exchangeable into 1,807,277 Class A Ordinary Shares, with the Class E shares subject to vesting conditions.