Mark Hahn - Oct 24, 2024 Form 4 Insider Report for Verona Pharma plc (VRNA)

Role
Chief Financial Officer
Signature
/s/ Andrew Fisher, Attorney-in-Fact for Mark Hahn
Stock symbol
VRNA
Transactions as of
Oct 24, 2024
Transactions value $
-$632,761
Form type
4
Date filed
10/25/2024, 07:55 PM
Previous filing
Oct 22, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VRNA Ordinary Shares Sale -$619K -141K -1.02% $4.38 13.7M Oct 24, 2024 Direct F1, F2, F3
transaction VRNA Ordinary Shares Sale -$14K -3.2K -0.02% $4.38 13.7M Oct 25, 2024 Direct F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

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 The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 instruction adopted on March 6, 2024.
F3 The price reported represents a weighted average price of the ADSs divided by eight (8). The securities were sold in multiple transactions at prices ranging from $4.375 to $4.3975 per Ordinary Share, inclusive (or $35.00 to $35.18 per ADS, 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 securities sold at each separate price within the range set forth in this footnote.
F4 Consists of (i) 2,825,000 Ordinary Shares underlying Restricted Share Units, each of which represents a contingent right to receive one (1) Ordinary Share of the Issuer (which are represented by 353,125 ADSs); and (ii) 10,844,360 Ordinary Shares underlying 1,355,545 ADSs.