8-K

UNITED STATES  

SECURITIES AND EXCHANGE COMMISSION  

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 8, 2019

SHIRE PLC

(Exact name of registrant as specified in its charter)

Jersey, Channel Islands	0-29630	98-0601486
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Block 2 

Miesian Plaza

50-58 Baggot Street Lower

Dublin 2

Republic of Ireland
(Address of principal executive offices)

Registrant’s telephone number, including area code:     +353 1 609 6000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events

Shire plc has issued the press release attached hereto as Exhibit 99.1, which is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following exhibit is filed herewith:

99.1       Press Release dated January 8, 2019

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated January 8, 2019

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Shire plc
By:	/s/ Susan O’Reilly
	Name:	Susan O’Reilly
	Title:	Company Secretary

Date: January 9, 2019

EX-99.1

Exhibit 99.1

   

Director/PDMR Shareholding

January 8, 2019 – Shire plc (LSE: SHP, NASDAQ: SHPG) (the “Company”)

Notification of transactions by persons discharging managerial responsibilities

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Flemming Ornskov
2.	Reason for the notification
a)	Position / status	Chief Executive Officer - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on February 28, 2013.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$95.04	45,601
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on May 2, 2013.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$91.59	18,984
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on February 28, 2014.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$168.54	34,174
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
7.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on April 30, 2015, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$7.69	10,031
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

8.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the SARs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      applicable performance conditions were achieved at a level of 100%; (iii)     exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$161.42	43,329
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
9.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    applicable performance conditions were achieved at a level of 100%; (iii)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)   vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	33,023
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

10.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 11, 2016.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)   vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	4,313
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
11.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 28, 2017, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018. The number of SARs outstanding prior to cancellation was reduced to reflect the the achievement of applicable performance conditions at a level of 87%.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$5.69	26,566
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

12.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 28, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)   the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date and the achievement of applicable performance conditions at a level of 87%; (iii)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)   vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	13,441
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
13.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 10, 2017.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)   vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	3,765
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

14.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 9, 2018.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)   vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	3,512
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
15.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on May 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)   the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)  applicable performance conditions were achieved at a level of 100%; (iv)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (v)   vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	14,941
d)	Aggregated information - Aggregated volume  - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Thomas Dittrich
2.	Reason for the notification
a)	Position / status	Chief Financial Officer - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on March 29, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)   the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)  applicable performance conditions were achieved at a level of 100%; (iv)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (v)    vesting of the PSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	2,544
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on May 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)   applicable performance conditions were achieved at a level of 100%; (iv)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; vesting of the PSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	16,854
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Andy Busch
2.	Reason for the notification
a)	Position / status	Head of Research and Development and Chief Scientific Officer - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59

4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on March 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting dates resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting dates; (iii)     the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iv)    vesting of the RSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	7,628
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on March 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the SARs was accelerated relative to the normal vesting dates resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of SARs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)  exercise of the SARs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£31.29	11,132
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on May 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)   the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)   applicable performance conditions were achieved at a level of 100%; (iv)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (v)   vesting of the PSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	12,584
d)	Aggregated information - Aggregated volume  - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Joanne Cordeiro
2.	Reason for the notification
a)	Position / status	Chief Human Resources Officer - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59

4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on February 28, 2014.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$168.54	772
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 27, 2015, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$7.68	1,934
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of certain of the SARs was accelerated relative to the normal vesting dates resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$161.42	3,495
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
7.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 28, 2017, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$5.69	3,896
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

8.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 28, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date and the achievement of applicable performance conditions at a level of 87%; (iii)     the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)     vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	346
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
9.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 28, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)     the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iv)     vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	139
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

10.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on August 24, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)     the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iv)    vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	939
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
11.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 9, 2018.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)    vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)  vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	825
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Bill Mordan
2.	Reason for the notification
a)	Position / status	General Counsel and Company Secretary - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 12, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the SARs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      exercise of the SARs is to be satisfied in cash in an amount per ADS $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$154.95	6,147
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (iii)     vesting of the SARs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (iv)     exercise of the SARs is to be satisfied in cash in an amount per ADS $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$161.42	9,680
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 11, 2016.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)         vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)        the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)       vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	157
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
7.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 28, 2017, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$5.69	9,415
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

8.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 28, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date and the achievement of applicable performance conditions at a level of 87%; (iii)     the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)    vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	5,140
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
9.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 10, 2017.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)     the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	869
d)	Aggregated information - Aggregated volume  - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

10.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 9, 2018.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	1,039
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
11.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on May 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)     applicable performance conditions were achieved at a level of 100%; (iv)     the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (v)      vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	5,060
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Perry Sternberg
2.	Reason for the notification
a)	Position / status	Head of US Commercial - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on February 28, 2014.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$168.54	1,485
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 27, 2015, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$7.68	5,909
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)      vesting of certain of the SARs was accelerated relative to the normal vesting dates resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      exercise of the SARs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$161.42	8,896
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
7.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 28, 2017, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$5.69	9,511
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

8.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 9, 2018.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	719
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
9.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on May 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)     applicable performance conditions were achieved at a level of 100%; (iv)     the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (v)      vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	3,979
d)	Aggregated information - Aggregated volume  - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

10.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Award (“RSA”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 10, 2017.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSA was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      as a result of the vesting of the RSA, restrictions applying to the applicable ADSs already held will cease to apply.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	530
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Kim Stratton
2.	Reason for the notification
a)	Position / status	Head of International Commercial - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on August 29, 2013.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£24.00	9,787
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Portfolio Share Plan (“PSP”) on February 28, 2014.  In accordance with the rules of the PSP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018, exercise of the SARs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£33.83	6,590
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 27, 2015, in consideration of a cash payment from the Company per Ordinary Share subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£1.65	12,623
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
7.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Exercise of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of certain of the SARs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      exercise of the SARs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£38.50	15,086
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

8.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)         vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)        applicable performance conditions were achieved at a level of 100%; (iii)        the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)        vesting of the PSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	2,136
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
9.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 26, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)         vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)        the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)       vesting of the RSUs is to be satisfied in cash in an amount per Ordinary Share £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	748
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

10.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on August 5, 2016.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)         vesting of the RSUs was accelerated relative to the normal vesting date(s) resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)        the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)       vesting of the RSUs is to be satisfied in cash in an amount per Ordinary Share £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	3,113
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
11.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 28, 2017, in consideration of a cash payment from the Company per Ordinary Share subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£1.52	26,587
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

12.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 28, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date and the achievement of applicable performance conditions at a level of 87%; (iii)     the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)     vesting of the PSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	14,518
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
13.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 10, 2017.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	2,957
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

14.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 9, 2018.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date(s) resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	3,915
d)	Aggregated information - Aggregated volume  - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
15.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc Ordinary Shares of 5 pence each (“Ordinary Shares”)
	Identification code	ISIN: JE00B2QKY057
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on May 1, 2018.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)     vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)    the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date; (iii)   applicable performance conditions were achieved at a level of 100%; (iv)   the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (v)    vesting of the PSUs is to be satisfied in cash in an amount per Ordinary Share of £47.12, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£0	13,488
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

1.	Details of the person discharging managerial responsibilities (“PDMR”) / person closely associated with them (“PCA”)
a)	Name	Matt Walker
2.	Reason for the notification
a)	Position / status	Head of Technical Operations - PDMR
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance participant, auction platform, auctioneer or auction monitor
a)	Name	Shire plc
b)	LEI	54930005LQRLI2UXRQ59
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on May 2, 2016, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$5.78	5,162
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
5.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Voluntary cancellation of Stock Appreciation Rights (“SARs”) awarded under the Shire Long Term Incentive Plan 2015 on February 28, 2017, in consideration of a cash payment from the Company per ADS subject to the SAR, net of any necessary deductions for tax and social security contributions, in accordance with the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited dated May 8, 2018.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$5.69	8,179
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

6.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Performance Stock Units (“PSUs”) awarded under the Shire Long Term Incentive Plan 2015 (“LTIP”) on February 28, 2017.  In accordance with the rules of the LTIP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the PSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of PSUs vesting was reduced to reflect the accelerated date of vesting relative to the normal vesting date and the achievement of applicable performance conditions at a level of 87%; (iii)     the number of PSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting PSUs from the award date to the date of vesting; (iv)     vesting of the PSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	4,466
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A
7.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 10, 2017.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	418
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

8.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Shire plc American Depositary Shares (“ADSs”)
	Identification code	ISIN: US82481R1068
b)	Nature of the transaction	Vesting of Restricted Stock Units (“RSUs”) awarded under the Shire Deferred Bonus Plan 2015 (“DBP”) on March 9, 2018.  In accordance with the rules of the DBP and the Co-Operation Agreement between the Company and Takeda Pharmaceutical Company Limited (“Takeda”) dated May 8, 2018: (i)       vesting of the RSUs was accelerated relative to the normal vesting date resultant of the Royal Court of Jersey’s sanctioning of the scheme of arrangement governing the acquisition of the Company by Takeda; (ii)      the number of RSUs vesting was increased by an amount equivalent to the value of dividends paid by the Company in respect of the vesting RSUs from the award date to the date of vesting; (iii)     vesting of the RSUs is to be satisfied in cash in an amount per ADS of $173.17, net of any necessary deductions for tax and social security contributions.
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		$0	924
d)	Aggregated information - Aggregated volume - Price	N/A (single transaction)
e)	Date of the transaction	January 3, 2019
f)	Place of the transaction	N/A

For further information please contact:

Investor Relations
Christoph Brackmann	christoph.brackmann@shire.com	+41 41 288 41 29
Sun Kim	sun.kim@shire.com	+1 617 588 8175
Scott Burrows	scott.burrows@shire.com	+41 41 288 4195
Media
Katie Joyce	kjoyce@shire.com	+1 781 482 2779

NOTES TO EDITORS

Shire is now part of Takeda.

www.takeda.com

www.shire.com