Verona Pharma plc — Director's Dealing 2022

May 6, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Verona Pharma plc (VRNA)
CIK: 0001657312
Period of Report: 2022-05-03

Reporting Person: Rickard Kathleen A. (Chief Medical Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-05-03	Ordinary Shares	S	28752	$0.4923	Disposed	2461224	Direct

Footnotes

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

F2: The sales reported in the Form 4 were effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover taxes in connection with the vesting of certain previously reported Restricted Share Units.

F3: The price reported is a weighted average price, and is based on the sale price of the ADSs divided by eight (8). The securities were sold in multiple transactions at per share prices ranging from $0.4775 to $0.5088. The Reporting Person undertakes to provide upon request to the SEC staff, the Issuer, or any shareholder of the Issuer, full information regarding the number of securities sold at each separate price within the range set forth in this footnote 3.

F4: Consists of (i) 1,725,272 Ordinary Shares underlying Restricted Share Units, each of which represents a contingent right to receive one (1) Ordinary Share of the Issuer (which are represented by 215,659 ADSs); and (ii) 735,952 Ordinary Shares underlying 91,994 ADSs.