Verona Pharma plc — Director's Dealing 2022

Dec 28, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Verona Pharma plc (VRNA)
CIK: 0001657312
Period of Report: 2021-11-21

Reporting Person: Poll Claire (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-21	Ordinary Shares	G	90104	—	Disposed	2472951	Direct
2021-11-21	Ordinary Shares	G	90104	—	Acquired	573944	Indirect
2022-02-22	Ordinary Shares	G	90104	—	Disposed	2382847	Direct
2022-02-22	Ordinary Shares	G	90104	—	Acquired	664048	Indirect
2022-05-22	Ordinary Shares	G	90104	—	Disposed	2292743	Direct
2022-05-22	Ordinary Shares	G	90104	—	Acquired	754152	Indirect
2022-08-21	Ordinary Shares	G	90104	—	Disposed	2202639	Direct
2022-08-21	Ordinary Shares	G	90104	—	Acquired	844256	Indirect
2022-11-22	Ordinary Shares	G	170000	—	Disposed	2032639	Direct
2022-11-22	Ordinary Shares	G	170000	—	Acquired	1014256	Indirect
2022-12-22	Ordinary Shares	S	240000	$2.6918	Disposed	774256	Indirect

Footnotes

F1: Reported securities are represented by American Depositary Shares ("ADSs") (unless otherwise indicated), each of which represents eight (8) Ordinary Shares of the Issuer.

F2: Held by a family trust of which (a) the Reporting Person and spouse are trustees and (b) the Reporting Person and members of her immediate family are the sole beneficiaries of the trust.

F3: Consists of (i) 1,990,000 Ordinary Shares underlying Restricted Share Units (each of which represents a contingent right to receive one (1) Ordinary Share of the Issuer) (which may be represented by 248,750 ADSs); (ii) 42,632 Ordinary Shares underlying 5,329 ADSs; and (iii) 7 Ordinary Shares.

F4: The price reported represents the weighted average sale price of the ADSs divided by eight (8). These shares were sold in multiple transactions at prices ranging from $2.675 to $2.7138, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.