UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 20, 2025
Royalty Pharma plc
(Exact Name of Registrant as Specified in its Charter)
| England and Wales | 001-39329 | 98-1535773 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Identification No.) |
| 110 East 59th Street | ||
| New York, New York | 10022 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (212) 883-0200
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
| Class A Ordinary Shares, par value $0.0001 per share | RPRX | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 20, 2025, George W. Lloyd, age 66, informed Royalty Pharma plc (the “Company”) of his decision to transition from his role of Executive Vice President and Chief Legal Officer effective December 31, 2025. Mr. Lloyd will remain employed as a senior advisor to the Company.
Arthur R. McGivern, age 50, Executive Vice President and General Counsel of the Company, will assume Mr. Lloyd’s responsibilities effective January 1, 2026. Mr. McGivern joined the Company in October 2022. Previously, Mr. McGivern was a partner at Goodwin Procter LLP.
Mr. Lloyd and the Company have agreed to terminate the Executive Offer Letter dated May 16, 2025 between the Company and Mr. Lloyd effective December 31, 2025, and that Mr. Lloyd will enter into the Company’s standard form employee offer letter effective January 1, 2026.
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ROYALTY PHARMA PLC | ||||||||
| Date: December 22, 2025 | By: | /s/ Pablo Legorreta | ||||||
| Pablo Legorreta | ||||||||
| Chief Executive Officer | ||||||||