Theravance Biopharma CEO's Stock Gift Signals Continued Confidence in Company

Rhea-AI Filing Summary

Rick E. Winningham, CEO and Director of Theravance Biopharma, reported a significant insider transaction on June 23, 2025. The executive made a bona fide gift of 20,000 ordinary shares with no compensation received.

Following the transaction, Winningham's holdings include:

• 1,733,180 shares held directly
• 13,500 shares held as custodian
• 92,567 shares held in trust

The Form 4 filing indicates Winningham maintains substantial ownership in the company despite the gifted shares. The transaction was executed under regular conditions and was not part of a Rule 10b5-1 trading plan. The filing was completed through his attorney-in-fact, Brett A. Grimaud, on June 25, 2025.

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^*

Winningham Rick E

(Last) (First) (Middle)

C/O THERAVANCE BIOPHARMA US, LLC

901 GATEWAY BOULEVARD

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Theravance Biopharma, Inc. [ TBPH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2025

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
Ordinary Shares	06/23/2025		G		20,000(1)	D	$0	1,733,180	D
Ordinary Shares								13,500	I	As Custodian
Ordinary Shares								92,567	I	By Trust

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. Bona Fide Gift. No compensation was given to the donor for the gifting of shares.

	/s/ Brett A. Grimaud, Attorney-in-Fact	06/25/2025
	** 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.

FAQ

How many TBPH shares did CEO Rick Winningham gift on June 23, 2025?

According to the Form 4 filing, CEO Rick Winningham gifted 20,000 ordinary shares on June 23, 2025 as a bona fide gift with no compensation received.

What is Rick Winningham's total direct ownership of TBPH shares after the reported transaction?

Following the reported transaction, Rick Winningham directly owns 1,733,180 ordinary shares of Theravance Biopharma (TBPH).

How many TBPH shares does Rick Winningham own indirectly?

Rick Winningham owns TBPH shares indirectly in two forms: 13,500 shares as a Custodian and 92,567 shares held in Trust, for a total indirect ownership of 106,067 shares.

What positions does Rick Winningham hold at TBPH?

According to the Form 4, Rick Winningham serves as both Director and Chief Executive Officer (CEO) of Theravance Biopharma, Inc.

What was the transaction price for TBPH shares in this Form 4 filing?

The transaction price was $0 as this was reported as a bona fide gift, with no compensation given to the donor for the gifting of shares.