Verona Pharma plc — Director's Dealing 2023

Aug 8, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Verona Pharma plc (VRNA)
CIK: 0001657312
Period of Report: 2023-08-03

Reporting Person: Poll Claire (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-08-03	Ordinary Shares	S	20608	$2.539	Disposed	1935231	Direct
2023-08-04	Ordinary Shares	S	26352	$2.4992	Disposed	1908879	Direct
2023-08-07	Ordinary Shares	S	1512	$2.4679	Disposed	1907367	Direct
2023-08-07	Ordinary Shares	G	89976	—	Disposed	1817391	Direct
2023-08-07	Ordinary Shares	G	89976	—	Acquired	864232	Indirect

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 entered into on May 14, 2021 solely with the intent to cover taxes in connection with the vesting of certain previously reported Restricted Share Units.

F3: The price reported represents the sale price of the ADSs divided by eight (8).

F4: Consists of (i) 1,471,672 Ordinary Shares underlying RSUs (which are represented by 183,959 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.