Statement of Changes in Beneficial Ownership (4)
May 24 2023 - 6:46PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Legorreta Pablo G. |
2. Issuer Name and Ticker or Trading Symbol
Royalty Pharma plc
[
RPRX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO, Chairman of the Board |
(Last)
(First)
(Middle)
C/O ROYALTY PHARMA PLC, 110 E. 59TH STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/24/2023 |
(Street)
NEW YORK, NY 10022 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A ordinary shares | 5/24/2023 | | P(1) | | 150000 | A | $32.2496 (2) | 380000 | I | By Legorreta 2023 SR Trust |
Class A ordinary shares | | | | | | | | 63795 | D | |
Class A ordinary shares | | | | | | | | 460139 | I | By Legorreta Investments LLC |
Class A ordinary shares | | | | | | | | 1284590 | I | By GST-Exempt Legorreta 2012 Family Trust |
Class A ordinary shares | | | | | | | | 41306 | I | By GST-Exempt Legorreta 2020 Family Trust |
Class A ordinary shares | | | | | | | | 10000 | I | By Child |
Class A ordinary shares | | | | | | | | 10000 | I | By Child |
Class A ordinary shares | | | | | | | | 123310 | I | By IRRA |
Class A ordinary shares | | | | | | | | 118500 | I | By SEP/IRA |
Class A ordinary shares | | | | | | | | 1040410 | I | By Legorreta Children 2002 Trust |
Class A ordinary shares | | | | | | | | 6930 | I | By Spouse |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | Represents shares acquired by the reporting person in open market transactions as part of the reporting person's previously disclosed intention to purchase up to $50 million of the issuer's Class A ordinary shares, as announced in the issuer's press release on March 27, 2023 regarding the issuer's $1.0 billion share repurchase program. |
(2) | The price reported in Column 4 is a weighted average price. The reported securities were purchased in multiple transactions at prices ranging from $32.20 to $32.28. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Legorreta Pablo G. C/O ROYALTY PHARMA PLC 110 E. 59TH STREET NEW YORK, NY 10022 | X | X | CEO, Chairman of the Board |
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Signatures
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/s/ Sean Weisberg, as Attorney-in-Fact for Pablo G. Legorreta | | 5/24/2023 |
**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 control number. |
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