Filing Details
- Accession Number:
- 0001104659-25-044538
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2025-05-05 16:32:18
- Reporting Period:
- 2025-05-01
- Filing Date:
- 2025-05-05
- Accepted Time:
- 2025-05-05 16:32:18
- 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 |
|---|---|---|---|---|---|---|---|
| 1836883 | A. Kathleen Rickard | 3 More London Riverside London X0 SE1 2RE | Chief Medical Officer | 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 | Disposition | 2025-05-01 | 27,336 | $8.95 | 2,633,320 | No | 4 | S | Direct | |
| Ordinary Shares | Acquisiton | 2025-05-01 | 50,000 | $0.00 | 2,683,320 | No | 4 | M | Direct | |
| Ordinary Shares | Disposition | 2025-05-01 | 21,864 | $8.95 | 2,661,456 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | 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 | Disposition | 2025-05-01 | 50,000 | $0.00 | 50,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 250,000 | No | 4 | M | Direct |
Footnotes
- Reported securities are represented by American Depositary Shares ("ADSs"), each of which represents eight (8) Ordinary Shares of the Issuer.
- The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 instruction entered into on May 14, 2021 solely with the intent to cover taxes in connection with the vesting of Restricted Share Units.
- The price reported represents the sale price of the ADSs divided by eight (8).
- 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.
- Consists of (i) 659,984 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 82,498 ADSs); and (ii) 2,001,472 Ordinary Shares underlying 250,184 ADSs.
- The RSUs were earned upon the satisfaction of the performance condition in connection with the Issuer's first commercial sale of ensifentrine. Following the satisfaction of the performance condition, the RSUs vest in equal quarterly installments on each of May 1, 2025, August 1, 2025, November 1, 2025, February 1, 2026, May 1, 2026 and August 1, 2026 subject to the Reporting Person's continued service to the Issuer on each vesting date.
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