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Filing Details

Accession Number:: 0000950103-20-012150
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-06-22 21:55:45
Reporting Period:: 2020-06-15

Accepted Time:: 2020-06-22 21:55:45
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1802768	Royalty Pharma Plc	RPRX	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1507678	G. Pablo Legorreta	C/O Royalty Pharma Plc 110 E. 59Th Street New York NY 10022	Ceo, Chairman Of The Board	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Ordinary Shares	Acquisiton	2020-06-18	10,000	$28.00	10,000	No	4	P	Indirect	By Child
Class A Ordinary Shares	Acquisiton	2020-06-18	10,000	$28.00	10,000	No	4	P	Indirect	By Child
Class A Ordinary Shares	Acquisiton	2020-06-18	123,310	$0.00	123,310	No	4	C	Indirect	By IRRA
Class A Ordinary Shares	Acquisiton	2020-06-18	118,500	$0.00	118,500	No	4	C	Indirect	By SEP/IRA

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Child
No	4	P	Indirect	By Child
No	4	C	Indirect	By IRRA
No	4	C	Indirect	By SEP/IRA

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Ordinary Shares	LP interests in RPI US Partners 2019, LP	Acquisiton	2020-06-15	942,738	$0.00	9,427,380	$0.00
Class A Ordinary Shares	LP interests in RPI US Partners 2019, LP	Acquisiton	2020-06-15	112,156	$0.00	1,121,560	$0.00
Class A Ordinary Shares	LP interests in RPI US Partners 2019, LP	Acquisiton	2020-06-15	138,479	$0.00	1,384,790	$0.00
Class A Ordinary Shares	LP interests in RPI US Partners 2019, LP	Acquisiton	2020-06-15	4,868,033	$0.00	48,680,330	$0.00
Class A Ordinary Shares	LP interests in RPI International Holdings 2019, LP	Acquisiton	2020-06-15	13,293	$0.00	132,930	$0.00
Class A Ordinary Shares	LP interests in RPI International Holdings 2019, LP	Acquisiton	2020-06-15	12,774	$0.00	127,740	$0.00
Limited Partnership Interests In Rpi Us Partners 2019, Lp	ICAI Interests	Acquisiton	2020-06-15	1,677,574	$0.00	1,677,574	$0.00
Class A Ordinary Shares	LP interests in RPI International Holdings 2019, LP	Disposition	2020-06-18	12,331	$0.00	123,310	$0.00
Class A Ordinary Shares	LP interests in RPI International Holdings 2019, LP	Disposition	2020-06-18	11,850	$0.00	118,500	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
942,738	No	4	A	Indirect
112,156	No	4	A	Indirect
138,479	No	4	A	Indirect
4,868,033	No	4	A	Indirect
13,293	No	4	A	Indirect
12,774	No	4	A	Indirect
1,677,574	No	4	A	Indirect
962	No	4	C	Indirect
924	No	4	C	Indirect

Footnotes

These Class A Ordinary Shares were received by the Reporting Person in exchange for limited partnership interests in RPI International Holdings 2019, LP ("RPI Intl. LP"). Each limited partnership interest in RPI Intl. LP ("RPI Intl. LP Interest") was exchanged for ten Class B Interests in Royalty Pharma Holdings Ltd, ("Holdings"). Each Class B Interest in Holdings so distributed was exchanged for one Class A Ordinary Share of the Issuer. This exchange was made pursuant to the terms of the Exchange Agreement dated June 16, 2020, among the Company, Royalty Pharma Holdings Limited, RPI US Partners 2019, LP, RPI Intl. LP, RPI International Partners 2019, LP and RPI EPA Holdings, LP (the "Exchange Agreement"). No additional value was paid by the Reporting Person in connection with the exchange.
This exchange was effected by the General Partner of RPI Intl. LP in accordance with a provision of the Limited Partnership Agreement of RPI Intl. LP applicable in the event of the public offering of the Issuer's Class A Ordinary Shares. The exchange applied to all holders of RPI Intl. LP Interests that did not opt out of participation.
The Reporting Person acquired beneficial ownership of Class B Interests in Holdings and became entitled to indirect rights to exchange such Class B Interests for Class A Ordinary Shares of the Issuer in connection with a reorganization prior to closing of the Issuer's initial public offering (as more fully described in the Issuer's Registration Statement on Form S-1 (File No. 333-238632)). The reorganization involved the exchange of interests in Royalty Pharma Investments 2019 ICAV held by RPI US Partners 2019, LP ("RPI US LP") and RPI Intl. LP for interests in Holdings. The reorganization and the acquisition of these exchange rights occurred on June 15, 2020.
Represents limited partnership interests in RPI US Partners 2019, LP ("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. Each Class B Interest in Holdings issued in exchange for a RPI US LP Interest will be exchanged upon such exchange for one Class A Ordinary Share of the Issuer for no additional value.
Includes RPI US LP Interests convertible into 672,270 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.
Includes RPI US LP Interests convertible into 81,150 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.
Includes RPI US LP Interests convertible into 100,200 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.
Includes RPI US LP Interests convertible into 37,432,416 Class A Ordinary Shares that are subject to an agreement by and between the reporting person and RP Management, LLC under which the reporting person has agreed to retain and not sell such interests before February 2025. This restriction is waivable under certain circumstances.
Represents limited partnership interests in RPI Intl. LP Interests. Each RPI Intl. 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. Each Class B Interest in Holdings issued in exchange for a RPI Intl. LP Interest will be exchanged upon such exchange for one Class A Ordinary Share of the Issuer for no additional value.
Includes RPI Intl. LP Interests convertible into 9,620 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.
Includes RPI Intl. LP Interests convertible into 9,240 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.
These ICAI Interests represent a grant of up to 1,677,574 RPI US LP Interests. These ICAI Interests expire on December 15, 2023, and are subject to four-year vesting, with 25% of the interests vesting on February 12, 2021 and the remainder vesting in 36 equal monthly installments thereafter. Subject to these vesting requirements, the full number of RPI US LP Interests is issuable in respect of these ICAI Interests if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The number of RPI US LP Interests issuable in respect of these ICAI Interests scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.