Royalty Pharma (RPRX) EVP Urist Marshall Receives Award, Gifts 3,000

What Happened
Urist Marshall, EVP, Research & Investments at Royalty Pharma, received 8,252 Class A ordinary shares on 2026-08-05 as the settlement of Equity Performance Awards (acquired at $0; exempt under Rule 16b-3). On 2026-08-07 he made a gift of 3,000 Class A ordinary shares (no cash exchanged). Net change from these reported transactions: +5,252 Class A ordinary shares.

Key Details

• Transactions: 2026-08-05 — Award/Acquisition of 8,252 shares at $0 (exempt settlement); 2026-08-07 — Gift of 3,000 shares at $0 (disposition).
• Net change: +5,252 Class A ordinary shares.
• Filing: Form 4 filed 2026-08-07 for transactions reporting period 2026-08-05 — appears to be filed timely (within required Form 4 window).
• Footnotes: F1 notes the acquisition was an exempt settlement under Rule 16b-3. F2/F3 explain certain limited partnership interests in RPI US Partners 2019, LP are exchangeable (10:1 into Class B Interests of Holdings, then 1:1 into Class A shares) for no additional value.
• Ownership disclosure: The filing notes the Reporting Person also holds Class E Ordinary Shares of Holdings that are exchangeable into 1,356,528 Class A shares (these Class E shares are subject to vesting conditions). The Form 4 does not state a single consolidated “shares owned after transaction” total for all instruments.

Context
An award settlement (acquisition at $0 under Rule 16b-3) is a routine equity compensation event and differs from an open-market purchase. A gift is a non-sale disposition and generally does not reflect the giver’s view of the stock. The filing also references convertible partnership and Holdings interests that can be exchanged into Class A shares under the Exchange Agreement, which can affect potential future share counts but do not require additional payment by the insider.