Sec Form 4 Filing - Legorreta Pablo G. @ Royalty Pharma plc - 2025-08-06

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Legorreta Pablo G.
2. Issuer Name and Ticker or Trading Symbol
Royalty Pharma plc [ RPRX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO, Chairman of the Board
(Last) (First) (Middle)
C/O ROYALTY PHARMA PLC, 110 E. 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 21,901 ( 1 ) A $ 0 904,396 D
Class A Ordinary Shares 460,139 I By Legorreta Investments LLC
Class A Ordinary Shares 123,310 I By IRRA
Class A Ordinary Shares 118,500 I By SEP/IRA
Class A Ordinary Shares 1,040,410 I By Legorreta Children 2002 Trust
Class A Ordinary Shares 901,590 I By GST-Exempt Legorreta 2012 Family Trust
Class A Ordinary Shares 41,306 I By GST-Exempt Legorreta 2020 Family Trust
Class A Ordinary Shares 6,930 I By Spouse
Class A Ordinary Shares 292,190 I By Tata MC 35 Ltd.
Class A Ordinary Shares 10,000 I By Son
Class A Ordinary Shares 10,000 I By Daughter
Class A Ordinary Shares 600,000 I By Legorreta 2023 SR Trust
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 60,000 ( 3 ) ( 3 ) Class A Ordinary Shares 600,000 $ 0 692,701 D
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 37,074,880 3,707,488 I By Legorreta Investments LLC
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 18,323,630 1,832,363 I By Legorreta Investments II LLC
LP interests in RPI US Partners 2019, LP $ 0 ( 3 ) ( 3 ) Class A Ordinary Shares 1,470,140 147,014 I By Spouse
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Legorreta Pablo G.
C/O ROYALTY PHARMA PLC
110 E. 59TH STREET
NEW YORK, NY10022
X CEO, Chairman of the Board
Signatures
/s/ Sean Weisberg, as Attorney-in-Fact for Pablo G. Legorreta 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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.