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Zaccardelli David's Form 4 filing

Verona Pharma plcVRNA · filed May 5, 2025

Accession no.
0001104659-25-044530
Filed
May 5, 2025
Trade date
May 1-2, 2025
Filing delay
4 days
Rule 10b5-1 plan
Checked

This filing lists 4 non-derivative transactions and 1 derivative transaction. Open-market sales total $5.31M. It was filed 4 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Zaccardelli DavidCIK 0001627642Director, Officer (President and CEO)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
May 1, 2025Ordinary SharesSSaleDisposed−108,272$8.95F3−$969,034.414,268,904Direct
May 1, 2025Ordinary SharesMOption exerciseAcquired+200,000–F4–14,468,904Direct
May 1, 2025Ordinary SharesSSaleDisposed−78,736$8.95F3−$704,687.214,390,168Direct
May 2, 2025Ordinary SharesSSaleDisposed−400,000$9.09F6−$3,636,00013,990,168Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
May 1, 2025Ordinary SharesMOption exerciseDisposed−200,000$0.00$01,000,000Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F3

The price reported represents the sale price of the ADSs divided by eight (8).

Referenced by the price of 2 transactions in Table I.

F4

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.

Referenced by the price of 1 transaction in Table I.

F6

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 $8.91 to $9.2213 per Ordinary Share, inclusive (or $71.28 to $73.77 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.

Referenced by the price of 1 transaction in Table I.

Read the full filing on SEC EDGAR (opens in a new tab)