Sec Form 4 Filing - Lloyd George W. @ Royalty Pharma plc - 2025-08-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Lloyd George W.
2. Issuer Name and Ticker or Trading Symbol
Royalty Pharma plc [ RPRX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, Investments & CLO
(Last) (First) (Middle)
C/O ROYALTY PHARMA PLC, 110 EAST 59TH STREET
3. Date of Earliest Transaction (MM/DD/YY)
08/06/2025
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Ordinary Shares 08/06/2025 A 3,696 ( 1 ) A $ 0 52,342 I By GWL 2023 G HoldCo LLC
Class A Ordinary Shares 3,000 D
Class A Ordinary Shares 273,960 I By IRA
Class A Ordinary Shares 495,860 I By GWL 2013 NG, LLC
Class A Ordinary Shares 220,000 I By GWL 2014 G, LLC
Class A Ordinary Shares 52,000 I By GWL 2020 G, LLC
Class A Ordinary Shares 28,000 I By GWL 2021 G, LLC
Class A Ordinary Shares 4,011.19 I By Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
LP interests in RPI US Partners 2019, LP ( 2 ) 08/08/2025 G 8,500 ( 3 ) ( 3 ) Class A Ordinary Shares 85,000 $ 0 0 D
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 581,730 58,173 I By GWL 2013 NG, LLC
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 2,917,390 291,739 I By GWL 2014 G, LLC
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 2,726,720 272,672 I By GWL 2020 G, LLC
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 1,301,480 130,148 I By GWL 2021 G LLC
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lloyd George W.
C/O ROYALTY PHARMA PLC
110 EAST 59TH STREET
NEW YORK, NY10022
EVP, Investments & CLO
Signatures
/s/ Sean Weisberg, as Attorney-in-Fact for George W. Lloyd 08/08/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the exempt acquisition by the Reporting Person pursuant to Rule 16b-3 of Class A Ordinary Shares of the Issuer in connection with the settlement of Equity Performance Awards.
( 2 )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 Amended and Restated Exchange Agreement. No additional value will be paid by the Reporting Person in connection with an exchange.
( 3 )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.

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