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

Rhea-AI Filing Summary

Royalty Pharma plc EVP & CFO Terrance P. Coyne reported indirect sales of Class A Ordinary Shares through entities associated with him. Between February 2 and 4, 2026, TPC RP 2021, LLC and TPC RP EPA1 LLC sold multiple share blocks at weighted average prices around $42–$43 per share, with detailed price ranges disclosed in footnotes. All sales were made under a Rule 10b5-1 trading plan adopted on August 8, 2025. The filing also lists remaining indirect holdings in family vehicles and IRAs, direct holdings, and additional partnership and Class E interests exchangeable into Class A Ordinary Shares, with certain Class E shares 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)
02/02/2026

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	02/02/2026		S(1)		102,581	D	$42.0839(2)	292,415	I	By TPC RP 2021, LLC
Class A Ordinary Shares	02/03/2026		S(1)		108,759	D	$42.8432(3)	183,656	I	By TPC RP 2021, LLC
Class A Ordinary Shares	02/04/2026		S(1)		19,076	D	$43.2928(4)	164,580	I	By TPC RP 2021, LLC
Class A Ordinary Shares	02/02/2026		S(1)		5,843	D	$42.0839(2)	30,167	I	TPC RP EPA1 LLC
Class A Ordinary Shares	02/03/2026		S(1)		6,195	D	$42.8431(3)	23,972	I	TPC RP EPA1 LLC
Class A Ordinary Shares	02/04/2026		S(1)		1,087	D	$43.2928(4)	22,885	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 $41.45 to $42.37 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.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.35 to $43.03 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.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.11 to $43.51 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	02/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider share sales involving Royalty Pharma (RPRX) did this Form 4 report?

The filing reports multiple sales of Royalty Pharma Class A Ordinary Shares by entities associated with EVP & CFO Terrance P. Coyne. These include sales on February 2, 3, and 4, 2026 at weighted average prices in the low $40s per share, with detailed price ranges in footnotes.

Which entities executed the Royalty Pharma (RPRX) share sales linked to Terrance P. Coyne?

The reported sales were executed by TPC RP 2021, LLC and TPC RP EPA1 LLC, which are identified as indirect holders of Class A Ordinary Shares. The Form 4 shows these entities selling shares while retaining significant remaining indirect holdings after the reported transactions.

On what dates and at what prices were Royalty Pharma (RPRX) shares sold in this Form 4?

Sales occurred on February 2, 3, and 4, 2026. Weighted average prices reported include $42.0839, $42.8431–$42.8432, and $43.2928 per share, with footnotes explaining that each figure reflects multiple trades within specified intraday price ranges.

Was the Royalty Pharma (RPRX) insider trading activity under a 10b5-1 plan?

Yes. The filing states all reported transactions were effected under a Rule 10b5-1 trading plan adopted by the reporting person on August 8, 2025. Such plans pre-schedule trades, providing a structured framework for selling shares over time.

What Royalty Pharma (RPRX) holdings remain after these reported transactions?

After the sales, the Form 4 lists remaining indirect holdings through TPC RP 2021, LLC, TPC RP EPA1 LLC, a spouse’s IRA, an IRA, and spouse-held shares, plus direct shares. It also discloses partnership and Class E interests exchangeable into additional Class A Ordinary Shares, some subject to vesting.

What exchangeable interests related to Royalty Pharma (RPRX) does Terrance P. Coyne report?

The remarks note that the reporting person and related family vehicles hold RPI US Partners 2019, LP interests 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 Class E shares subject to vesting.