George W. Lloyd - Aug 8, 2023 Form 4 Insider Report for Royalty Pharma plc (RPRX)

Role
EVP, Investments & CLO
Signature
/s/ Sean Weisberg, as Attorney-in-Fact for George W. Lloyd
Stock symbol
RPRX
Transactions as of
Aug 8, 2023
Transactions value $
$0
Form type
4
Date filed
8/8/2023, 05:36 PM
Previous filing
Jun 6, 2023
Next filing
Nov 14, 2023

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 RPRX LP interests in RPI US Partners 2019, LP Gift $0 -5.56K -100% $0.00* 0 Aug 8, 2023 Class A Ordinary Shares 55.6K Direct F1, F2, F3
holding RPRX LP interests in RPI US Partners 2019, LP 250K Aug 8, 2023 Class A Ordinary Shares 2.5M $0.00 By GWL 2020 G, LLC F3
holding RPRX LP interests in RPI US Partners 2019, LP 173K Aug 8, 2023 Class A Ordinary Shares 1.73M $0.00 By GWL 2014 G, LLC F3
holding RPRX LP interests in RPI US Partners 2019, LP 8.17K Aug 8, 2023 Class A Ordinary Shares 81.7K $0.00 By GWL 2013 NG, LLC F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 No limited partnership interests in RPI US Partners 2019, LP ("RPI US LP") are being exchanged by the Reporting Person. Each limited partnership interest in RPI US LP ("RPI US LP Interest") may be exchanged for ten Class B Interests in Royalty Pharma Holdings Limited ("Holdings"). Each Class B Interest in Holdings so distributed will be exchanged for one Class A Ordinary Share of the Issuer. Any exchanges will be made pursuant to the terms of the Exchange Agreement dated June 16, 2020, among the Issuer, Holdings, RPI US LP, RPI International Holdings 2019, LP, RPI International Partners 2019, LP and RPI EPA Holdings, LP (the "Exchange Agreement"). No additional value will be paid by the Reporting Person in connection with an exchange.
F2 The Reporting Person made a charitable donation of RPI US LP Interests. No Class A Ordinary Shares or RPI US LP Interests were sold.
F3 Represents RPI US LP Interests. Each RPI US LP Interest can be exchanged for ten Class B Interests in Holdings at any time and for no additional value, which exchange right does not expire until so converted. Upon such exchange, each Class B Interest in Holdings issued in exchange for a RPI US LP Interest will be exchanged for one Class A Ordinary Share of the Issuer for no additional value.

Remarks:

In addition to the holdings disclosed above, the Reporting Person and family vehicles controlled by the Reporting Person hold 926,831 Class A Ordinary Shares and ICAI Interests exchangeable into 3,530,000 Class A Ordinary Shares.