0001104659-22-011440.txt : 20220203
0001104659-22-011440.hdr.sgml : 20220203
20220203175650
ACCESSION NUMBER: 0001104659-22-011440
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220201
FILED AS OF DATE: 20220203
DATE AS OF CHANGE: 20220203
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ZACCARDELLI DAVID
CENTRAL INDEX KEY: 0001627642
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38067
FILM NUMBER: 22589971
MAIL ADDRESS:
STREET 1: 300 TRI STATE INTERNATIONAL
STREET 2: SUITE 272
CITY: LINCOLNSHIRE
STATE: IL
ZIP: 60069
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Verona Pharma plc
CENTRAL INDEX KEY: 0001657312
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: X0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3 MORE LONDON RIVERSIDE
CITY: LONDON
STATE: X0
ZIP: SE1 2RE
BUSINESS PHONE: 011-44-0-2032834200
MAIL ADDRESS:
STREET 1: 3 MORE LONDON RIVERSIDE
CITY: LONDON
STATE: X0
ZIP: SE1 2RE
4
1
tm225347-3_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-02-01
0
0001657312
Verona Pharma plc
VRNA
0001627642
ZACCARDELLI DAVID
3 MORE LONDON RIVERSIDE
LONDON
X0
SE1 2RE
UNITED KINGDOM
1
1
0
0
President and CEO
Ordinary Shares
2022-02-01
4
A
0
334448
0.7475
A
17179800
D
Ordinary Shares
2022-02-01
4
F
0
288648
0.7763
D
16891152
D
Ordinary Shares
2022-02-03
4
S
0
52056
0.7256
D
16839096
D
Reported securities are represented by American Depositary Shares ("ADSs"), each of which represents eight (8) Ordinary Shares of the Issuer.
The price reported represents the closing price of the Issuer's ADSs on the Nasdaq Stock Market LLC on January 28, 2022 divided by eight (8).
Represents the number of Ordinary Shares withheld to satisfy the tax withholding obligation in connection with the vesting of certain previously reported Restricted Share Units.
The price reported represents the closing price of the Issuer's ADSs on the Nasdaq Stock Market LLC on January 31, 2022 divided by eight (8).
The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover withholding taxes in connection with the vesting of certain previously reported Restricted Share Units.
The price reported is a weighted average price, and is based on the sale price of the ADSs divided by eight (8). The securities were sold in multiple transactions at per share prices ranging from $0.7150 to $0.7413. The Reporting Person undertakes to provide upon request to the SEC staff, the Issuer, or any shareholder of the Issuer, full information regarding the number of securities sold at each separate price within the range set forth in this footnote 5.
Consists of (i) 9,581,792 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 1,197,724 ADSs); and (ii) 7,257,304 Ordinary Shares underlying 907,163 ADSs.
/s/ Claire Poll, Attorney-in-fact for David Zaccardelli
2022-02-03