Filing Details

Accession Number:
0001104659-25-043648
Form Type:
4
Zero Holdings:
No
Publication Time:
2025-05-01 20:59:30
Reporting Period:
2025-03-19
Filing Date:
2025-05-01
Accepted Time:
2025-05-01 20:59:30
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1657312 Verona Pharma Plc VRNA Pharmaceutical Preparations (2834) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
2014301 Andrew Fisher 3 More London
Riverside
London X0 SE1 2RE
General Counsel No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Ordinary Shares Acquisiton 2025-03-19 1 $0.00 300,001 No 4 G Direct
Ordinary Shares Acquisiton 2025-04-29 86,064 $0.00 386,065 No 4 M Direct
Ordinary Shares Disposition 2025-04-29 26,072 $8.98 359,993 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 G Direct
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Ordinary Shares Restricted Share Units Acquisiton 2025-04-29 253,120 $0.00 253,120 $0.00
Ordinary Shares Restricted Share Units Disposition 2025-04-29 86,064 $0.00 86,064 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
253,120 No 4 A Direct
167,056 No 4 M Direct
Footnotes
  1. Reported securities are represented by American Depositary Shares ("ADSs"), each of which represents eight (8) Ordinary Shares of the Issuer.
  2. The sale reported in this Form 4 was effected solely with the intent to cover taxes in connection with the vesting of Restricted Share Units.
  3. The price reported represents the sale price of the ADSs divided by eight (8).
  4. Consists of (i) 300,000 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 37,500 ADSs), (ii) 59,992 Ordinary Shares underlying 7,499 ADSs, and (iii) 1 Ordinary Share.
  5. Represents an award of performance-based Restricted Share Units ("RSUs") covering American Depositary Shares ("ADSs"), which is presented in terms of the equivalent number of Ordinary Shares underlying the ADSs. Each RSU represents a contingent right to receive one (1) ADS of the Issuer. Each ADS represents eight (8) Ordinary Shares of the Issuer. The RSUs have no expiration date.
  6. The RSUs were earned upon the determination by the Board of Directors of the Issuer (the "Determination Date") that certain performance metrics related to Q1 2025 had been achieved. The RSUs vested as to 34% of the total shares on the Determination Date, and vest as to the remainder of the shares in equal quarterly installments over a two year period on each of August 1, November 1, February 1 and May 1, subject to the Reporting Person's continued service to the Issuer on each vesting date.