0001104659-23-114407.txt : 20231103 0001104659-23-114407.hdr.sgml : 20231103 20231103201103 ACCESSION NUMBER: 0001104659-23-114407 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231101 FILED AS OF DATE: 20231103 DATE AS OF CHANGE: 20231103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rickard Kathleen A. CENTRAL INDEX KEY: 0001836883 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38067 FILM NUMBER: 231377859 MAIL ADDRESS: STREET 1: C/O VERONA PHARMA PLC STREET 2: 3 MORE LONDON RIVERSIDE CITY: LONDON STATE: X0 ZIP: SE1 2RE ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Verona Pharma plc CENTRAL INDEX KEY: 0001657312 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3 MORE LONDON RIVERSIDE CITY: LONDON STATE: X0 ZIP: SE1 2RE BUSINESS PHONE: 011-44-0-2032834200 MAIL ADDRESS: STREET 1: 3 MORE LONDON RIVERSIDE CITY: LONDON STATE: X0 ZIP: SE1 2RE 4 1 tm2329834-4_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-11-01 0 0001657312 Verona Pharma plc VRNA 0001836883 Rickard Kathleen A. 3 MORE LONDON RIVERSIDE LONDON X0 SE1 2RE UNITED KINGDOM 0 1 0 0 Chief Medical Officer 1 Ordinary Shares 2023-11-01 4 F 0 173136 1.7438 D 2899392 D Ordinary Shares 2023-11-03 4 S 0 58752 1.92 D 2840640 D Reported securities are represented by American Depositary Shares ("ADSs"), each of which represents eight (8) Ordinary Shares of the Issuer. Represents the number of Ordinary Shares withheld to satisfy the tax withholding obligation in connection with the vesting of certain previously reported Restricted Share Units. The price reported represents the closing price of the Issuer's ADSs on the Nasdaq Stock Market LLC on October 31, 2023 divided by eight (8). The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 plan adopted on February 17, 2023. 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 $1.88 to $1.94, 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. Consists of (i) 1,360,096 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 170,012 ADSs); and (ii) 1,480,544 Ordinary Shares underlying 185,068 ADSs. /s/ Claire Poll, Attorney-in-fact for Kathleen A. Rickard 2023-11-03