Kathleen A. Rickard - Jan 20, 2023 Form 4 Insider Report for Verona Pharma plc (VRNA)

Role: Chief Medical Officer
Signature: /s/ Claire Poll, Attorney-in-fact for Kathleen A. Rickard
Stock symbol: VRNA
Transactions as of: Jan 20, 2023
Transactions value $: -$302,731
Form type: 4
Date filed: 2/3/2023, 05:17 PM
Previous filing: Nov 3, 2022
Next filing: May 11, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VRNA	Ordinary Shares	Options Exercise	$0	+105K	+3.4%	$0.00	3.2M	Jan 20, 2023	Direct	F1
transaction	VRNA	Ordinary Shares	Sale	-$230K	-90K	-2.81%	$2.56^*	3.11M	Feb 1, 2023	Direct	F1, F2, F3
transaction	VRNA	Ordinary Shares	Sale	-$72.7K	-28.8K	-0.93%	$2.53^*	3.08M	Feb 2, 2023	Direct	F1, F4, F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VRNA	Restricted Share Units	Options Exercise	$0	-105K	-87.5%	$0.00	15K	Jan 20, 2023	Ordinary Shares	105K		Direct	F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reported securities are represented by American Depositary Shares ("ADSs"), each of which represents eight (8) Ordinary Shares of the Issuer.
F2	These sales were effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover taxes in connection with the vesting of certain previously reported Restricted Share Units.
F3	The price reported represents the sale price of the ADSs divided by eight (8).
F4	The sales reported in the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 9, 2022.
F5	The price reported represents a weighted average sale price of the ADSs divided by eight (8). These shares were sold in multiple transactions at prices ranging from $2.4738 to $2.6063, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6	Consists of (i) 1,950,184 Ordinary Shares underlying RSUs (which are represented by 243,773 ADSs); and (ii) 1,127,128 Ordinary Shares underlying 140,891 ADSs.
F7	Each Restricted Share Unit represents a contingent right to receive one (1) Ordinary Share of the Issuer (which are represented by ADSs, each of which represents eight (8) Ordinary Shares of the Issuer) subject to certain time- and performance-based vesting criteria.