Verona Pharma plc — Director's Dealing 2023

Nov 4, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Verona Pharma plc (VRNA)
CIK: 0001657312
Period of Report: 2023-11-01

Reporting Person: Poll Claire (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-11-01	Ordinary Shares	F	173904	$1.7438	Disposed	1843487	Direct
2023-11-01	Ordinary Shares	G	196096	$0.00	Disposed	1647391	Direct
2023-11-01	Ordinary Shares	G	196096	$0.00	Acquired	1060328	Indirect

Footnotes

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

F2: Represents the number of Ordinary Shares withheld to satisfy the tax withholding obligation in connection with the vesting of certain previously reported Restricted Share Units.

F3: The price reported represents the closing price of the Issuer's ADSs on the Nasdaq Stock Market LLC on October 31, 2023 divided by eight (8).

F4: Consists of (i) 1,301,672 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 162,709 ADSs); (ii) 345,712 Ordinary Shares underlying 43,214 ADSs and (iii) 7 Ordinary Shares.

F5: 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.