Pablo Legorreta's 101.8M-share Royalty Pharma (NASDAQ: RPRX) stake updated

Rhea-AI Filing Summary

Royalty Pharma plc major shareholder Pablo Legorreta filed an amended beneficial ownership report updating his holdings in the company’s Class A ordinary shares. Pablo Legorreta is reported as beneficially owning 101,785,843 Class A Shares, representing 18.73% of the class, including 96,873,648 shares that may be issued under an A&R Exchange Agreement. Legorreta Investments, LLC is reported as beneficially owning 37,535,019 Class A Shares, representing 7.76%, including 37,074,880 shares that may be issued under the same agreement. These percentages are calculated based on 446,619,215 Class A Shares outstanding as of August 13, 2026, plus shares issuable pursuant to the A&R Exchange Agreement.

The filing explains that SEC rules attribute beneficial ownership to persons with sole or shared voting or investment power and include Class A Shares issuable upon conversion or exercise of other securities that are immediately, or within 60 days, convertible or exercisable. It also describes recent equity-related activity, including the settlement of equity performance awards and a bona fide gift of partnership interests exchangeable into Class A Shares.

Filing Explained

The amendment recalculates reported ownership after a share-count change; exchange-linked shares remain potential issuances, alongside two separately disclosed holder transactions.

This Amendment No. 1 updates the reported beneficial ownership because the number of Class A shares outstanding changed; the exchange-linked shares remain described as shares that may be issued, rather than shares already issued.

Separately, Pablo Legorreta acquired 65,216 Class A shares for no consideration on August 5, 2026 through settlement of Equity Performance Awards and disposed of partnership interests exchangeable for 300,000 Class A shares by bona fide gift for no consideration on August 7, 2026.

For Legorreta, the filing reports 7,934,830 shares with sole voting power and 93,851,013 with shared voting power; sole dispositive power is 7,934,830 shares and shared dispositive power is 84,508,014 shares. Legorreta Investments reports 37,535,019 shares with shared voting and dispositive power.

Except for the transactions disclosed, the filing states that no reporting person effected transactions in Class A or Class B shares during the preceding 60 days.

Key Figures

Pablo Legorreta beneficial ownership: 101,785,843 Class A Shares Legorreta Investments, LLC beneficial ownership: 37,535,019 Class A Shares Outstanding Class A Shares baseline: 446,619,215 Class A Shares +5 more

8 metrics

Pablo Legorreta beneficial ownership 101,785,843 Class A Shares Reported beneficially owned; represents 18.73% of Class A ordinary shares

Legorreta Investments, LLC beneficial ownership 37,535,019 Class A Shares Reported beneficially owned; represents 7.76% of Class A ordinary shares

Outstanding Class A Shares baseline 446,619,215 Class A Shares Shares outstanding as of August 13, 2026, used to calculate ownership percentages

Shares issuable to Legorreta under A&R Exchange Agreement 96,873,648 Class A Shares Included in Pablo Legorreta’s reported beneficial ownership

Shares issuable to Legorreta Investments under A&R Exchange Agreement 37,074,880 Class A Shares Included in Legorreta Investments, LLC’s reported beneficial ownership

Equity Performance Award settlement 65,216 Class A Shares Acquired by Pablo Legorreta on August 5, 2026 for no consideration

Gifted partnership interests exchangeable into shares 300,000 Class A Shares Underlying 30,000 limited partnership interests gifted on August 7, 2026

Legorreta sole vs shared voting power 7,934,830 sole; 93,851,013 shared Voting power in Class A-related securities reported for Pablo Legorreta

Key Terms

beneficial ownership, A&R Exchange Agreement, RPH Exchangeable Securities, bona fide gift, +1 more

5 terms

beneficial ownership financial

"The aggregate percentage of Class A Shares reported as beneficially owned by each Reporting Person"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

A&R Exchange Agreement financial

"includes 96,873,648 Class A Shares that may be issued pursuant to the A&R Exchange Agreement"

RPH Exchangeable Securities financial

"Class B Shares of the Issuer and corresponding RPH Exchangeable Securities held solely by Pablo Legorreta"

bona fide gift financial

"disposed of 30,000 limited partnership interests ... by bona fide gift for no consideration"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

dispositive power financial

"Sole Dispositive Power 7,934,830.00 Shared Dispositive Power 84,508,014.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

How many Royalty Pharma (RPRX) shares does Pablo Legorreta beneficially own?

Pablo Legorreta is reported as beneficially owning 101,785,843 Class A Shares of Royalty Pharma, representing 18.73% of the Class A ordinary shares. This total includes 96,873,648 shares that may be issued pursuant to the A&R Exchange Agreement.

What is Legorreta Investments, LLC’s ownership in Royalty Pharma (RPRX)?

Legorreta Investments, LLC is reported as beneficially owning 37,535,019 Class A Shares of Royalty Pharma, representing 7.76% of the Class A ordinary shares. This amount includes 37,074,880 shares that may be issued under the A&R Exchange Agreement.

What share count is used to calculate the ownership percentages in this Royalty Pharma (RPRX) filing?

The reported ownership percentages are based on 446,619,215 Class A Shares outstanding as of August 13, 2026, plus Class A Shares that may be issued under the A&R Exchange Agreement. This follows SEC rules on calculating beneficial ownership, including certain issuable securities.

What recent equity transactions involving Pablo Legorreta are disclosed for Royalty Pharma (RPRX)?

On August 5, 2026, Pablo Legorreta acquired 65,216 Class A Shares for no consideration through settlement of Equity Performance Awards. On August 7, 2026, he disposed of 30,000 limited partnership interests exchangeable into 300,000 Class A Shares as a bona fide gift.

How much voting power does Pablo Legorreta report for Royalty Pharma (RPRX) shares?

Pablo Legorreta reports 7,934,830 Class A Shares with sole voting power and 93,851,013 shares with shared voting power. He also reports the same 7,934,830 shares with sole dispositive power and 84,508,014 shares with shared dispositive power.

What securities underlie Legorreta’s beneficial ownership in Royalty Pharma (RPRX)?

The reported holdings include combinations of Class A Shares, Class B Shares, Class E Shares, and corresponding RPH Exchangeable Securities. Many of the reported Class A Shares reflect amounts that may be issued under the A&R Exchange Agreement or via exchangeable interests.

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

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Available on EDGAR 08/17/2026 - 06:31 PM Accepted by SEC EDGAR 08/17/2026 - 06:31 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Royalty Pharma plc

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G7709Q104

(CUSIP Number)

Legorreta G. Pablo
110 East 59th Street,
New York, NY, 10022
(212) 883-0200

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/13/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G7709Q104

1

Name of reporting person

Legorreta G. Pablo

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 7,934,830.00
8	Shared Voting Power 93,851,013.00
9	Sole Dispositive Power 7,934,830.00
10	Shared Dispositive Power 84,508,014.00

11

Aggregate amount beneficially owned by each reporting person

101,785,843.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

18.73 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): G7709Q104

1

Name of reporting person

Legorreta Investments, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 37,535,019.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 37,535,019.00

11

Aggregate amount beneficially owned by each reporting person

37,535,019.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.76 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A ordinary shares, par value $0.0001 per share
(b)	Name of Issuer: Royalty Pharma plc
(c)	Address of Issuer's Principal Executive Offices: 110 East 59th Street, New York, NEW YORK , 10022.
Item 1 Comment: This Amendment No. 1 (this "Amendment") amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on May 23, 2025 (the "Original Schedule 13D" and, as amended by this Amendment, the "Schedule 13D") by the Reporting Persons relating to the Class A ordinary shares, par value $0.0001 per share (the "Class A Shares"), of Royalty Pharma plc (the "Issuer"). Capitalized terms used but not defined in this Amendment have the meanings given to them in the Original Schedule 13D. Except as specifically amended and supplemented by this Amendment, the Original Schedule 13D remains in full force and effect. This Amendment is being filed to reflect updates to the Reporting Persons' beneficial ownership as a result of a change in the number of Class A Shares outstanding.
Item 5.	Interest in Securities of the Issuer
(a)	Items 5(a), 5(b) and 5(c) of the Original Schedule 13D are hereby amended and restated in their entirety as follows: Pablo Legorreta Amount beneficially owned: 101,785,843 Percent of Class: 18.73% The above number includes 96,873,648 Class A Shares that may be issued pursuant to the A&R Exchange Agreement. Legorreta Investments, LLC Amount beneficially owned: 37,535,019 Percent of Class: 7.76% The above number includes 37,074,880 Class A Shares that may be issued pursuant to the A&R Exchange Agreement. The aggregate percentage of Class A Shares reported as beneficially owned by each Reporting Person is determined in accordance with SEC rules and is based upon a total of 446,619,215 Class A Shares outstanding as of August 13, 2026, as provided by the Issuer, plus the number of Class A Shares that may be issued pursuant to the A&R Exchange Agreement, as described in the Original Schedule 13D. The applicable SEC rules generally attribute beneficial ownership of securities to persons who possess sole or shared voting power or investment power with respect to those securities and include the Issuer's Class A Shares issuable upon the conversion or exercise of other securities that are immediately convertible or exercisable, or are convertible or exercisable within 60 days of the filing of this Schedule 13D.
(b)	Pablo Legorreta Number of shares the Reporting Person has: Sole power to vote or direct the vote: 7,934,830 Shared power to vote: 93,851,013 Sole power to dispose or direct the disposition of: 7,934,830 Shared power to dispose or direct the disposition of: 84,508,014 Represents 1,307,820 Class A Shares and 6,627,010 Class B Shares of the Issuer and corresponding RPH Exchangeable Securities held solely by Pablo Legorreta. Represents 3,604,375 Class A Shares and 90,246,638 Class B Shares of the Issuer and RPH Exchangeable Securities held by the following entities that may be deemed to result in indirect beneficial ownership by Mr. Legorreta: (i) Pablo Legorreta IRA, Pablo Legorreta SEP IRA, Legorreta Investments, LLC, Legorreta Investments II, LLC, PL RPH AIV, LLC, PL RPH Holdings, LLC, Legorreta Children 2002 Trust, GST-Exempt 2012 Legorreta Family Trust, GST-Exempt Legorreta 2020 Family Trust and Legorreta 2023 SR Trust, which are investment entities and family investment vehicles controlled by Mr. Legorreta, (ii) 10,321,246 Class B Shares and Class E Shares held by RP MIP (Cayman), LP, an entity which has delegated voting (but not dispositive) control to an investment adviser controlled by Mr. Legorreta, (iii) 299,120 Class A Shares and 1,470,140 Class B Shares and corresponding RPH Exchangeable Securities beneficially owned by Mr. Legorreta's spouse, and (iv) 20,000 Class A Shares beneficially owned by Mr. Legorreta's children. In connection with the consummation of the Transaction, an entity wholly owned by Mr. Legorreta has the right to acquire up to 978,247 Class E Shares that were issued in the Transaction and are owned by certain other employees of the Issuer for no additional consideration in the event that those securities do not vest in accordance with their terms and are forfeited by such employees. Mr. Legorreta disclaims beneficial ownership of the shares held by (i) the above vehicles and (ii) his spouse and children. Legorreta Investments, LLC Number of shares the Reporting Person has: Sole power to vote or direct the vote: 0 Shared power to vote: 37,535,019 Sole power to dispose or direct the disposition of: 0 Shared power to dispose or direct the disposition of: 37,535,019 Represents 460,139 Class A Shares and 37,074,880 Class B Shares of the Issuer and corresponding RPH Exchangeable Securities held by Legorreta Investments, LLC, a Delaware limited liability company ("Legorreta Investments"), which is an affiliate controlled and majority-owned by Mr. Legorreta. Mr. Legorreta controls the voting and disposition of the shares held by Legorreta Investments. Mr. Legorreta disclaims beneficial ownership of the shares held by Legorreta Investments.
(c)	On August 5, 2026, Mr. Legorreta acquired 65,216 Class A Shares for no consideration in connection with the settlement of Equity Performance Awards, in a transaction exempt pursuant to Rule 16b-3 under the Act, as reported in the statement of changes in beneficial ownership on Form 4 filed with the SEC on August 7, 2026. On August 7, 2026, Mr. Legorreta disposed of 30,000 limited partnership interests in RPI US Partners 2019, LP, exchangeable in the aggregate for 300,000 Class A Shares, by bona fide gift for no consideration, as reported on such Form 4. Except as set forth above and elsewhere in this Schedule 13D, no Reporting Person has effected any transaction in Class A Shares or Class B Shares in the past 60 days.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Legorreta G. Pablo

Signature:	/s/ Pablo Legorreta
Name/Title:	Pablo Legorreta/Reporting Person
Date:	08/17/2026

Legorreta Investments, LLC

Signature:	/s/ Pablo Legorreta
Name/Title:	Pablo Legorreta/General Manager
Date:	08/17/2026