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| CIK | 1657312 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Verona Pharma plc - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 18, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confid |
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| August 6, 2025 |
Exhibit 10.2 CERTAIN INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN EXCLUDED PURSUANT TO REGULATION S-K, ITEM 601(b)(10)(iv). SUCH EXCLUDED INFORMATION IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. FIRST AMENDMENT TO COLLABORATION AND LICENSE AGREEMENT This First Amendment to Collaboration and License Agreement (the “Amendment”) is entered into by |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Ex |
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| August 5, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confid |
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| August 5, 2025 |
Table 1: Transaction Valuation Calculation of Filing Fee Tables Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to be Paid 1 $ 10,050,049,460. |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule14a-6 |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of |
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| July 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of |
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| July 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of |
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| July 9, 2025 |
Press Release, dated July 9, 2025, jointly issued by Verona Pharma plc and Merck. Exhibit 99.1 News Release Merck to Acquire Verona Pharma, Expanding its Portfolio to Include Ohtuvayre® (ensifentrine), a First-In-Class COPD Maintenance Treatment for Adults and Expected to Drive Growth into the Next Decade Acquisition aligns with Merck’s science-led business development strategy and expands pipeline and portfolio of treatments for cardio-pulmonary diseases Merck to hold investor |
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| July 9, 2025 |
Exhibit 2.1 TRANSACTION AGREEMENT by and among MERCK SHARP & DOHME LLC, VOL HOLDINGS LLC and VERONA PHARMA PLC Dated as of July 8, 2025 TABLE OF CONTENTS Page Article I DEFINITIONS & INTERPRETATIONS 4 Section 1.1 Certain Definitions 4 Section 1.2 Additional Definitions 18 Section 1.3 Certain Interpretations 19 Article II THE TRANSACTION 20 Section 2.1 The Transaction 20 Section 2.2 Closing 20 Sect |
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| July 9, 2025 |
Exhibit 2.1 TRANSACTION AGREEMENT by and among MERCK SHARP & DOHME LLC, VOL HOLDINGS LLC and VERONA PHARMA PLC Dated as of July 8, 2025 TABLE OF CONTENTS Page Article I DEFINITIONS & INTERPRETATIONS 4 Section 1.1 Certain Definitions 4 Section 1.2 Additional Definitions 18 Section 1.3 Certain Interpretations 19 Article II THE TRANSACTION 20 Section 2.1 The Transaction 20 Section 2.2 Closing 20 Sect |
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| July 9, 2025 |
DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by R |
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| July 9, 2025 |
Exhibit 99.1 News Release Merck to Acquire Verona Pharma, Expanding its Portfolio to Include Ohtuvayre® (ensifentrine), a First-In-Class COPD Maintenance Treatment for Adults and Expected to Drive Growth into the Next Decade Acquisition aligns with Merck’s science-led business development strategy and expands pipeline and portfolio of treatments for cardio-pulmonary diseases Merck to hold investor |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule14a-6( |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule14a-6 |
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| July 9, 2025 |
Exhibit 10.1 CONFIDENTIAL Execution Version VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made and entered into as of July 8, 2025 (the “Agreement Date”), by and among Merck Sharp & Dohme LLC, a New Jersey limited liability company (“Parent”), Verona Pharma plc, a public limited company incorporated under the laws of England and Wales (the “Company”) and each of the shareholders of |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 8, 2025 Verona Pharma plc (Exact Name of Registrant as Specified in its Charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 8, 2025 Verona Pharma plc (Exact Name of Registrant as Specified in its Charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 9, 2025 |
Exhibit 10.1 CONFIDENTIAL Execution Version VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made and entered into as of July 8, 2025 (the “Agreement Date”), by and among Merck Sharp & Dohme LLC, a New Jersey limited liability company (“Parent”), Verona Pharma plc, a public limited company incorporated under the laws of England and Wales (the “Company”) and each of the shareholders of |
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| April 29, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): April 29, 2025 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| April 29, 2025 |
US-DOCS\159194159.2 VERONA PHARMA PLC 2017 SECOND AMENDED AND RESTATED INCENTIVE AWARD PLAN OPTION GRANT NOTICE Capitalized terms not specifically defined in this Option Grant Notice (the “Grant Notice”) have the meanings given to them in the Second Amended and Restated 2017 Incentive Award Plan (as amended and/or restated from time to time, and together with any Sub-Plan thereunder, the “Plan”) o |
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| April 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (E |
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| April 29, 2025 |
rsugrantnoticeandagreeme US-DOCS\159194157.2 RESTRICTED SHARE UNIT GRANT NOTICE Capitalized terms not specifically defined in this Restricted Share Unit Grant Notice (the “Grant Notice”) have the meanings given to them in the Second Amended and Restated 2017 Incentive Award Plan (as amended and/or restated from time to time, and together with any Sub-Plan thereunder, the “Plan”) of Verona Pharma p |
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| April 29, 2025 |
Verona Pharma Reports First Quarter 2025 Financial Results and Provides Corporate Update Total net revenue of $76. |
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| April 29, 2025 |
US-DOCS\80100753.1 VERONA PHARMA PLC SECOND AMENDED AND RESTATED 2017 INCENTIVE AWARD PLAN PERFORMANCE RESTRICTED SHARE UNIT GRANT NOTICE Capitalized terms not specifically defined in this Performance Restricted Share Unit Grant Notice (the “Grant Notice”) have the meanings given to them in the Second Amended and Restated 2017 Incentive Award Plan (as amended and/or restated from time to time, and |
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| April 25, 2025 |
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): April 24, 2025 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| March 28, 2025 |
Exhibit 99.1 Verona Pharma Announces Amended Strategic Financing with Oaktree and OMERS RIPSA interests repurchased Term loan facility increased to $450 million with more favorable terms Access to up to an additional $200 million LONDON and RALEIGH, N.C., March 28, 2025 – Verona Pharma plc (Nasdaq: VRNA) (“Verona Pharma” or the “Company”), a biopharmaceutical company focused on respiratory disease |
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| March 28, 2025 |
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): March 25, 2025 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| March 28, 2025 |
Exhibit 10.1 Execution Version [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. FIRST AMENDMENT TO CREDIT AGREEMENT AND GUARANTY This FIRST AMENDMENT TO CREDIT AGREEMENT AND GUARANTY (this “Amendment”), dated as of Ma |
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| March 18, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 27, 2025 |
Verona Pharma Reports Fourth Quarter and Full Year 2024 Financial Results and Provides Corporate Update OhtuvayreTM (ensifentrine) recorded net product sales of $36. |
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| February 27, 2025 |
Insider Trading Compliance Policy VERONA PHARMA PLC (the “Company”) INSIDER TRADING COMPLIANCE POLICY Adopted by the Board of Directors of the Company (“Board of Directors”) on January 1, 2021, as amended by the Board of Directors on February 17, 2023, with effect from February 27, 2023, and as further amended by the Board of Directors on January 17, 2025, with effect from January 17, 2025 This Insider Trading Compliance Policy (t |
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| February 27, 2025 |
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). |
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| February 27, 2025 |
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): February 27, 2025 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissi |
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| February 27, 2025 |
, between Verona Pharma plc and Andrew Fisher March 1, 2024 Andrew Fisher xxxxxxxxxxxxx xxxxxxxxxxxxx Dear Andrew, Verona Pharma (the “Company” or “Verona”) is very pleased to offer you a regular full-time, exempt position. |
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| February 27, 2025 |
Calculation of Filing Fee Tables S-8 Verona Pharma plc Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Ordinary Shares, nominal value GBP0. |
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| February 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission file number: 001-38067 Verona Pharma plc (Exact |
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| February 27, 2025 |
Exhibit 4.3 DESCRIPTION OF SECURITIES DESCRIPTION OF SHARE CAPITAL AND ARTICLES OF ASSOCIATION Set forth below is a summary of certain information concerning the share capital of Verona Pharma plc (the “Company,” “we,” “us,” and “our”) as well as a description of certain provisions of our articles of association and relevant provisions of English law. Because the following is only a summary, it do |
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| February 27, 2025 |
As filed with the Securities and Exchange Commission on February 27, 2025 As filed with the Securities and Exchange Commission on February 27, 2025 Registration No. |
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| February 14, 2025 |
EX-99.1 2 ex-99-02142025110246.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of February 14, 2025, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United State |
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| January 21, 2025 |
EXHIBIT 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Zachary Bambach, Nicole Hatcher and Stephanie Brecher, and each of them, with full power to act without the others, his or her true and lawful attorney-in-fact, with full power of substitution, to sign any and all instruments, certificates and documents that may be necessary, desirable |
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| January 21, 2025 |
EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of Verona Pharma plc. |
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| January 7, 2025 |
Exhibit 99.1 Verona Pharma Reports Strong OhtuvayreTM Launch and Provides Preliminary Fourth Quarter and Full Year 2024 Financial Highlights Approximately $36 million and $42 million net product sales of Ohtuvayre for the fourth quarter and full year 2024, respectively More than 3,500 unique prescribers and over 16,000 prescriptions filled in 2024 across a broad COPD population Approximately 45% o |
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| January 7, 2025 |
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): January 7, 2025 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| November 14, 2024 |
Exhibit 1: Joint Filing Agreement EX-99.1 2 tm2427451d32ex1.htm EXHIBIT 1 EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of November 14, 2024, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities and Exchange Commissi |
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| November 14, 2024 |
EX-99.B 3 d913111dex99b.htm EX-99.B EXHIBIT B Power of Attorney KNOW ALL MEN BY THESE PRESENTS, that I, Lee S. Ainslie III, hereby make, constitute and appoint Trevor Wiessmann as my agent and attorney-in-fact for the purpose of executing (i) in my personal capacity or (ii) in my capacity as manager or other officer or representative of Maverick Capital Management, LLC, Maverick Capital, Ltd. or a |
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| November 14, 2024 |
EX-99.A 2 d913111dex99a.htm EX-99.A EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Ordinary Shares of Verona Pharma plc dated as of November 14, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with |
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| November 14, 2024 |
SC 13G/A 1 d912088dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement |
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| November 14, 2024 |
SC 13G/A 1 tm2427451d32sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) Sep |
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| November 14, 2024 |
SC 13G 1 d913111dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check |
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| November 14, 2024 |
SC 13G/A 1 deeptrack-vrna093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Che |
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| November 13, 2024 |
SC 13G/A 1 ea0221168-13ga4vivo7verona.htm AMENDMENT NO. 4 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4) * VERONA PHARMA PLC (Name of Issuer) Ordinary Shares, nominal value £0.05 per share (Title of Class of Securities) 925050106 (CUSIP Number) September 30, 2024 (Date of Event which |
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| November 4, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 4, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissio |
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| November 4, 2024 |
Verona Pharma Reports Third Quarter 2024 Financial Results and Provides Corporate Update OhtuvayreTM (ensifentrine) launch recorded Q3 net sales of $5. |
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| November 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma pl |
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| August 28, 2024 |
Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 (represented by American Depositary Shares) (Title of Class of Securities) 925050106 (CUSIP Number) Stephanie Brecher New Enterprise Associates 1954 Greenspring Drive, S |
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| August 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 8, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| August 8, 2024 |
Verona Pharma Reports Second Quarter 2024 Financial Results and Provides Corporate Update OhtuvayreTM (ensifentrine) now available; patient shipments started Strong balance sheet supports commercialization and pipeline expansion Conference call today at 9:00 a. |
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| August 8, 2024 |
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Ex |
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| July 29, 2024 |
EX-99.1 2 d862146dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: July 29, 2024 |
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| July 29, 2024 |
SC 13G 1 d862146dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) July 17, 2024 (Date of Event Which Requires Filing of this Statement) Check the a |
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| July 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| June 27, 2024 |
Exhibit 99.1 Verona Pharma Announces US FDA Approval of OhtuvayreTM (ensifentrine) Ohtuvayre is indicated for the maintenance treatment of COPD allowing for broad use in COPD patients First inhaled COPD treatment providing bronchodilation and non-steroidal anti-inflammatory effects Conference call tomorrow at 8:30 a.m. EDT / 1:30 p.m. BST LONDON and RALEIGH, N.C., June 26, 2024 – Verona Pharma plc |
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| June 27, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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): June 26, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission F |
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| May 10, 2024 |
redit Agreement and Guaranty, dated as of May 9, 2024, by and among Verona [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). |
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| May 10, 2024 |
dated as of May 9, 2024, between Verona Pharma [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (E |
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| May 10, 2024 |
As filed with the Securities and Exchange Commission on May 9, 2024 As filed with the Securities and Exchange Commission on May 9, 2024 Registration No. |
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| May 10, 2024 |
Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Verona Pharma plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, nomin |
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| May 9, 2024 |
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): May 9, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 9, 2024 |
Verona Pharma Reports First Quarter 2024 Financial Results and Provides Corporate Update PDUFA Target Action Date for Ensifentrine of June 26, 2024 Finalizing commercial launch preparations Strong balance sheet supports commercialization and pipeline expansion Conference call today at 9:00 a. |
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| May 9, 2024 |
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): May 9, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 9, 2024 |
Exhibit 99.1 Verona Pharma Announces $650 Million Strategic Financing with Oaktree and OMERS Non-dilutive funding will support planned US commercial launch and expansion of ensifentrine’s clinical activities Cash runway extended beyond 2026 LONDON and RALEIGH, N.C., May 9, 2024 – Verona Pharma plc (Nasdaq: VRNA) (“Verona Pharma”), announces it and its wholly-owned subsidiary, Verona Pharma, Inc. ( |
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| April 30, 2024 |
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): April 26, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| March 20, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 8, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 29, 2024 |
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Exact |
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| February 29, 2024 |
Verona Pharma Reports Fourth Quarter and Full Year 2023 Financial Results and Provides Corporate Update PDUFA Target Action Date for ensifentrine of June 26, 2024 Commercialization preparations advance Strong balance sheet supports commercialization and Company's growth Conference call today at 9:00 a. |
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| February 29, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 29, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissi |
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| February 29, 2024 |
DESCRIPTION OF SECURITIES DESCRIPTION OF SHARE CAPITAL AND ARTICLES OF ASSOCIATION Set forth below is a summary of certain information concerning the share capital of Verona Pharma plc (the “Company,” “we,” “us,” and “our”) as well as a description of certain provisions of our articles of association and relevant provisions of English law. |
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| February 29, 2024 |
Policy for Recovery of Erroneously Awarded Compensation 1 Verona Pharma plc Clawback PolicyUS-DOCS\141846929.5 VERONA PHARMA PLC POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Adopted by the Verona Pharma plc Board of Directors on October 12, 2023, effective October 2, 2023 Verona Pharma plc (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective D |
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| February 29, 2024 |
List of Subsidiaries of Verona Pharma plc Exhibit 21.1 SUBSIDIARIES OF VERONA PHARMA PLC Legal Name of Subsidiary Jurisdiction of Organization Verona Pharma, Inc. Delaware |
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| February 14, 2024 |
Exhibit 1: Joint Filing Agreement EX-99.1 2 tm246065d22ex1.htm EXHIBIT 1 EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of February 14, 2024, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities and Exchange Commissio |
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| February 14, 2024 |
EX-99.1 2 d635584dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 14, 2 |
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| February 14, 2024 |
SC 13G/A 1 d635584dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) |
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| February 14, 2024 |
SC 13G/A 1 tm246065d22sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) Dece |
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| February 8, 2024 |
SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Verona Pharma plc (Name of Issuer) Common Stock (Title of Class of Securities) G9337X139 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| February 2, 2024 |
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): January 31, 2024 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commissio |
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| January 2, 2024 |
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 27, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissi |
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| January 2, 2024 |
Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, restated, amended and restated, supplemente |
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| January 2, 2024 |
Exhibit 99.1 Verona Pharma enters into Debt Facility of up to $400 Million with Oxford Finance and Hercules Capital Strengthens financial flexibility to support the Company’s continued growth LONDON and RALEIGH, N.C., January 2, 2024 – Verona Pharma plc (Nasdaq: VRNA) (“Verona Pharma”), announces it and its wholly-owned subsidiary, Verona Pharma, Inc. (the “Company”), have entered into a debt fina |
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| December 18, 2023 |
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 14, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissi |
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| December 18, 2023 |
Letter of PricewaterhouseCoopers LLP, dated December 14, 2023. Exhibit 16.1 December 14, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Verona Pharma plc pursuant to Item 4.01 of Form 8-K (copy attached), which we understand will be filed with the Securities and Exchange Commission as part of the Current Report on Form 8-K of Verona Pharma plc dated December 14, 2023. We agree |
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| November 2, 2023 |
Verona Pharma Reports Third Quarter 2023 Financial Results and Provides Corporate Update US FDA accepted NDA filing for ensifentrine for maintenance treatment of COPD PDUFA Target Action Date of June 26, 2024 Commercial launch preparations supported by strong balance sheet Conference call today at 9:00 a. |
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| November 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 2, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissio |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma pl |
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| September 11, 2023 |
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): September 11, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commiss |
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| September 1, 2023 |
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): August 28, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| September 1, 2023 |
Exhibit 10.1 THIS AGREEMENT OF SUBLEASE (“Sublease”) made as of the 28th day of August, 2023, by and between insightsoftware, LLC (“Sublandlord”) and Verona Pharma, Inc. (“Subtenant”). WITNESSETH: WHEREAS, Sublandlord has leased the Premises (as hereinafter defined) from Highwoods Realty Limited Partnership (as successor in interest to Highwoods-DLF Forum, LLC) (the “Landlord”) pursuant to a certa |
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| August 3, 2023 |
Verona Pharma Reports Second Quarter 2023 Financial Results and Provides Corporate Update NDA submitted to US FDA for ensifentrine for maintenance treatment of COPD Phase 3 ENHANCE data published in the American Journal of Respiratory and Critical Care Medicine Strong balance sheet to support commercial launch preparations Conference call today at 9:00 a. |
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| August 3, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 3, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Ex |
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| May 16, 2023 |
VRNA / Verona Pharma Plc - ADR / ORBIMED ADVISORS LLC - AMENDMENT NO. 4 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Verona Pharma plc (Name of Issuer) Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) OrbiMed Advisors LLC OrbiMed Capital GP VI LLC 601 Lexington Avenue, 54th Floor New York, NY 10022 Telephone: (212) 739-6400 (Name, Address and Tel |
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| May 16, 2023 |
Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Amendment No. |
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| May 9, 2023 |
As filed with the Securities and Exchange Commission on May 9, 2023 As filed with the Securities and Exchange Commission on May 9, 2023 Registration No. |
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| May 9, 2023 |
Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Verona Pharma plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, nomin |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (E |
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| May 9, 2023 |
Verona Pharma Reports First Quarter 2023 Financial Results and Provides Corporate Update NDA submission on schedule for Q2 2023 12 abstracts and one symposium expanding on successful Phase 3 ENHANCE data to be presented at American Thoracic Society 2023 Strong balance sheet to support commercial launch preparations Conference call today at 9:00 a. |
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| May 9, 2023 |
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): May 9, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 1, 2023 |
Verona Pharma plc Second Amended and Restated 2017 Incentive Award Plan Exhibit 10.1 VERONA PHARMA PLC SECOND AMENDED AND RESTATED 2017 INCENTIVE AWARD PLAN (As amended and restated effective March 14, 2023) ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitali |
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| May 1, 2023 |
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): April 27, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| April 25, 2023 |
VRNA / Verona Pharma Plc - ADR / Access Industries Holdings LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) April 18, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| April 25, 2023 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13G to which this Exhibit is attached is filed on behalf of each of them. Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached. Each of them is responsible for the |
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| April 20, 2023 |
EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: April 20, 2023 PERCEPTIVE ADVISORS LLC By: |
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| April 20, 2023 |
VRNA / Verona Pharma Plc - ADR / PERCEPTIVE ADVISORS LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) April 18, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| March 21, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 7, 2023 |
Exhibit (d) March 7, 2023 Citibank, N.A. – ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the “Registration Statement”) to be filed with the Securities and Exchange Commission (the “SEC”) by the legal entity created by the Deposit Agreement (as hereinafter defined) for the purpose of registering under the Unite |
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| March 7, 2023 |
Exhibit 4.4 Verona Pharma plc INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 5 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Series 5 Section 2.2. Establishment o |
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| March 7, 2023 |
List of Subsidiaries of Verona Pharma plc Exhibit 21.1 SUBSIDIARIES OF VERONA PHARMA PLC Legal Name of Subsidiary Jurisdiction of Organization Verona Pharma, Inc. Delaware |
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| March 7, 2023 |
EX-99.(B)(III) 5 e618333ex99-biii.htm Exhibit (b)(iii) VERONA PHARMA PLC May 12, 2021 Citibank, N.A. – ADR Department 388 Greenwich Street New York, NY 10013 Attn: Ryan Everett Program ADSs (CUSIP No.: 925050106) Ladies and Gentlemen: Reference is made to the Deposit Agreement, dated as of May 2, 2017, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Verona Pha |
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| March 7, 2023 |
Exhibit (b)(ii) Verona Pharma plc As of October 19, 2020 Citibank, N.A. - ADR Department 388 Greenwich Street New York, New York 10013 Re: Restricted ADSs (CUSIP No.: 925050981) Ladies and Gentlemen: Reference is made to the Deposit Agreement, dated as of dated as of May 2, 2017, as amended and supplemented from time to time (the “Deposit Agreement”), by and among Verona Pharma plc, a public limit |
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| March 7, 2023 |
Exhibit (e) Rule 466 Certification The depositary, Citibank, N.A., represents and certifies the following: (i) That it had previously filed a registration statement on Form F-6 (Registration No. 333-217353) with respect to Verona Pharma plc, which the U.S. Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Form F-6 Registration St |
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| March 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Exact |
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| March 7, 2023 |
As filed with the Securities and Exchange Commission on March 7, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 7, 2023 Registration No. |
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| March 7, 2023 |
Exhibit (a) DEPOSIT AGREEMENT by and among Verona Pharma plc and CITIBANK, N.A., as Depositary, and ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of May 2, 2017 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 “ADS Record Date” 1 Section 1.2 “Affiliate” 1 Section 1.3 “American Depositary Receipt(s)”, “ADR(s)” and “Receipt(s)” 1 Section 1.4 “American |
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| March 7, 2023 |
As filed with the Securities and Exchange Commission on March 7, 2023 Registration No. |
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| March 7, 2023 |
, dated as of March 19, 2021, between Verona Pharma plc and Jefferies LLC, and as amended. EXHIBIT 1.2 OPEN MARKET SALE AGREEMENT March 19, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Verona Pharma plc, a public limited company incorporated under the laws of England and Wales with registered number 5375156 (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sa |
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| March 7, 2023 |
Verona Pharma Reports Fourth Quarter and Full Year 2022 Financial Results and Provides Corporate Update Transformational results in Phase 3 ENHANCE program for COPD NDA submission expected Q2 2023 Strong balance sheet to support planned US commercial launch Conference call today at 9:00 a. |
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| March 7, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Verona Pharma plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection With Unheld Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Ordinary Shares, nominal value £0. |
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| March 7, 2023 |
Exhibit (b)(i) VERONA PHARMA PLC As of July 22, 2020 Citibank, N.A. - ADR Department 388 Greenwich Street New York, New York 10013 Attention: Ryan Everett Re: PIPE and Restricted ADS Letter Agreement Ladies and Gentlemen: We refer to the Deposit Agreement, dated as of May 2, 2017 (the “Deposit Agreement”), by and among Verona Pharma plc, a public limited company incorporated under the laws of Engl |
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| March 7, 2023 |
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): March 7, 2023 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission F |
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| February 14, 2023 |
VRNA / Verona Pharma plc / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm236221d25sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) Dece |
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| February 14, 2023 |
SC 13G/A 1 ea173391-13ga3vivo7verona.htm AMENDMENT NO. 3 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3) * VERONA PHARMA PLC (Name of Issuer) Ordinary Shares, nominal value £0.05 per share (Title of Class of Securities) 925050106 (CUSIP Number) December 31, 2022 (Date of Event which R |
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| February 9, 2023 |
VRNA / Verona Pharma plc / Access Industries Holdings LLC - SC 13G/A Passive Investment SC 13G/A 1 d459827dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value £0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) February 8, 2023 (Date of Event Which Requires Filing of this Statement) Check the approp |
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| February 9, 2023 |
EX-99.1 2 d459827dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13G to which this Exhibit is attached is filed on behalf of each of them. Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached. Each of |
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| February 6, 2023 |
VRNA / Verona Pharma plc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Verona Pharma PLC (Name of Issuer) Common Stock (Title of Class of Securities) 925050106 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche |
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| December 27, 2022 |
Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Amendment No. |
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| December 27, 2022 |
VRNA / Verona Pharma plc / ORBIMED ADVISORS LLC - AMENDMENT NO. 3 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Verona Pharma plc (Name of Issuer) Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) OrbiMed Advisors LLC OrbiMed Capital GP VI LLC OrbiMed Capital LLC 601 Lexington Avenue, 54th Floor New York, NY 10022 Telephone: (212) 739-6400 (N |
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| December 20, 2022 |
Exhibit 99.1 ENHANCE - 1 Phase 3 data December 2022 Nasdaq: VRNA | www.veronapharma.com Forward - looking statements This presentation contains “forward‐looking” statements that are based on the beliefs and assumptions and on information currently available to management of Verona Pharma plc (together with its consolidated subsidiary, the “Company”) .. All statements other than statements of histo |
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| December 20, 2022 |
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, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commissi |
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| November 15, 2022 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Verona Pharma plc (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary Shares, nomin |
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| November 15, 2022 |
As filed with the Securities and Exchange Commission on November 15, 2022 As filed with the Securities and Exchange Commission on November 15, 2022 Registration No. |
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| November 9, 2022 |
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): November 9, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commissio |
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| November 9, 2022 |
Verona Pharma Reports Third Quarter 2022 Financial Results and Provides Corporate Update Access to up to $400 million expected to provide cash runway through at least 2025 Top-line Phase 3 ENHANCE-1 data expected around the end of 2022 Conference call today at 9:00 a. |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma pl |
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| October 17, 2022 |
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): October 14, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commissio |
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| October 17, 2022 |
Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, restated, amended and restated, supplemented or otherwise modified, this ?Agreement?) dated as of October 14, 2022 (the ?Effective Date?) among OXFORD FINANCE LUXEMBOURG S.? R.L., a Luxembourg private limited liability company (soci?t? ? responsabilit? limit?e) with registered o |
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| September 7, 2022 |
Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 (represented by American Depositary Shares) (Title of Class of Securities) 925050106 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Driv |
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| August 12, 2022 |
Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Amendment No. |
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| August 12, 2022 |
VRNA / Verona Pharma plc / ORBIMED ADVISORS LLC - AMENDMENT NO. 2 Activist Investment SC 13D/A 1 ss1244824sc13da.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) OrbiMed Advisors LLC OrbiMed Capital GP VI LLC OrbiMed Capital LLC 601 Lexington Avenue, 54th Floor |
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| August 12, 2022 |
Financial Statements and Exhibits, Other Events 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): August 10, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| August 12, 2022 |
EX-1.1 2 tm2222808d3ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Execution Version Verona Pharma plc 12,400,000 American Depositary Shares Each Representing Eight Ordinary Shares (Nominal value £0.05 Per Share) UNDERWRITING AGREEMENT August 10, 2022 JEFFERIES LLC PIPER SANDLER & CO. TRUIST SECURITIES, INC. As Representatives of the several Underwriters c/o Jefferies LLC 520 Madison Avenue New York, New York |
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| August 11, 2022 |
VRNA / Verona Pharma plc / Abingworth LLP - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share (Title of Class of Securities) 925050106 (CUSIP Number) John Heard Abingworth LLP Princes House 38 Jermyn Street London, England SW1Y 6DN +44 20 7534 1500 (Name, Address and Tel |
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| August 11, 2022 |
12,400,000 American Depositary Shares (Representing Ordinary Shares) Verona Pharma plc TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(5)? ?Registration No. 333-254530? PROSPECTUS SUPPLEMENT (To Prospectus dated March 29, 2021) 12,400,000 American Depositary Shares (Representing Ordinary Shares)? Verona Pharma plc ? We are offering 12,400,000 American Depositary Shares, or ADSs. Each ADS represents eight ordinary shares of Verona Pharma plc, nominal value ?0.05 each. Our ADSs are l |
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| August 10, 2022 |
VRNA / Verona Pharma plc / Access Industries Holdings LLC - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Verona Pharma plc (Name of Issuer) Ordinary shares, nominal value ?0.05 per share (Title of Class of Securities) 925050106** (CUSIP Number) August 9, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| August 9, 2022 |
Verona Pharma Reports Second Quarter 2022 Financial Results and Provides Corporate Update Ensifentrine met primary and secondary endpoints of evaluating lung function in Phase 3 ENHANCE-2 trial for COPD Top-line Phase 3 ENHANCE-1 data expected around the end of 2022 Conference call today at 8:30 a. |
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| August 9, 2022 |
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): August 9, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Ex |
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| August 9, 2022 |
vrnaenh2datacallslidesf ENHANCE-2 Phase 3 data August 2022 Nasdaq: VRNA | www.veronapharma.com Forward-looking statements This presentation contains “forward‐looking” statements that are based on the beliefs and assumptions and on information currently available to management of Verona Pharma plc (together with its consolidated subsidiaries, the “Company”). All statements other than statements of |
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| August 9, 2022 |
SUBJECT TO COMPLETION, DATED AUGUST 9, 2022 TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed. |
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| May 3, 2022 |
Verona Pharma Reports First Quarter 2022 Financial Results and Provides Corporate Update Phase 3 ENHANCE-2 trial on target to report top-line COPD data in Q3 2022 James Brady joined the Board as Non-Executive Director Conference call today at 9:00 a. |
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| May 3, 2022 |
297684974.1 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This Second Amendment to Loan and Security Agreement (this ?Amendment?) is entered into this 2nd day of March, 2022, by and between (a) SILICON VALLEY BANK, a California corporation (?Bank?) and (b) VERONA PHARMA PLC., a company registered under the laws of England and Wales with company number 05375156 (?Parent? or ?UK Borrower?) and VER |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (E |
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| May 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 3, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission Fil |
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| April 29, 2022 |
Submission of Matters to a Vote of Security Holders 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): April 27, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| March 30, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): March 24, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-38067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| March 30, 2022 |
Exhibit 10.1 Confidential and Without Prejudice Amendment Agreement THIS AMENDMENT AGREEMENT (this ?Amendment?) is made the 24th day of March 2022 BETWEEN: (1) Verona Pharma plc, a company incorporated under the laws of England and Wales, under company registration number 05375156 whose registered office is at One Central Square, Cardiff, CF10 1FS, United Kingdom (?Verona?); and (2) Ligand UK Deve |
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| March 22, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549? ? SCHEDULE 14A (Rule 14a-101)? INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 16, 2022 |
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): March 14, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| March 3, 2022 |
04/01/2022, 11:10 Regus https://serviceagreement.regus.com/ServiceAgreement.aspx?id=4717c5f6853dd453481216da462cc186&user=regus&term=12&mostRecentVersi? 1/1 Renewal Agreement: Agreement Date : 7 December 2021 Confirmation No : R-2030978 Business Centre Details London - London Bridge Client Details Company Name VERONA PHARMA PLC Phone +44 20 3223 4200 Email [email protected] Service Provis |
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| March 3, 2022 |
Renewal Agreement: THIS AGREEMENT HAS BEEN UPDATED PLEASE CLICK THE LINK BELOW TO VIEW THE MOST RECENT VERSION. |
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| March 3, 2022 |
Verona Pharma Reports Fourth Quarter and Full Year 2021 Financial Results and Provides Corporate Update Phase 3 ENHANCE program on track to report top-line COPD data in 2022 Conference call today at 9:00 a. |
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| March 3, 2022 |
BRIER CREEK OFFICE PARK WAKE COUNTY, NORTH CAROLINA LEASE BETWEEN BRIER CREEK OFFICE #4, LLC Landlord, AND VERONA PHARMA INC. |
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| March 3, 2022 |
List of Subsidiaries of Verona Pharma plc Exhibit 21.1 SUBSIDIARIES OF VERONA PHARMA PLC Legal Name of Subsidiary Jurisdiction of Organization Verona Pharma, Inc. Delaware |
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| March 3, 2022 |
CERTAIN INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN EXCLUDED PURSUANT TO REGULATION S-K, ITEM 601(b)(10)(iv). |
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| March 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 3, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission F |
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| March 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Exact |
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| February 14, 2022 |
VRNA / Verona Pharma plc / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value ?0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) December 31, 2021 (Date of Event Which Require |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2) * VERONA PHARMA PLC (Name of Issuer) Ordinary Shares, nominal value ?0.05 per share (Title of Class of Securities) 925050106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 4, 2022 |
VRNA / Verona Pharma plc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Verona Pharma PLC (Name of Issuer) Common Stock (Title of Class of Securities) G9337X139 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu |
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| January 5, 2022 |
Exhibit 99.1 Verona Pharma Completes Enrollment in ENHANCE-1 48-week Subset ENHANCE-2 Screening Complete with Full Enrollment Expected in January 2022 ENHANCE Phase 3 Program on Track to Report Top-line Data in 2022 LONDON and RALEIGH, N.C., January 5, 2022 ? Verona Pharma plc (Nasdaq: VRNA) (?Verona Pharma? or the ?Company?), a clinical-stage biopharmaceutical company focused on respiratory disea |
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| January 5, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): January 5, 2022 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other jurisdiction of incorporation) (Commis |
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| November 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma pl |
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| November 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 9, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commissio |
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| November 9, 2021 |
Verona Pharma Reports Third Quarter 2021 Financial Results and Provides Corporate Update Enrollment in ENHANCE-1 48-week subset and ENHANCE-2 expected to complete around year-end 2021 ENHANCE Phase 3 program on track to report top-line data in 2022 Conference call today at 9:00 a. |
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| August 11, 2021 |
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): August 9, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other jurisdiction of incorporation) (Commiss |
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| August 11, 2021 |
Employee Change in Control Severance Benefit Plan Exhibti 10.1 Verona Pharma plc (the ?Company?) EMPLOYEE CHANGE IN CONTROL SEVERANCE BENEFIT PLAN Adopted by the Remuneration Committee on August 9, 2021 Section 1. Introduction. This Verona Pharma Employee Change in Control Severance Benefit Plan (the ?Plan?) is hereby adopted effective as of August 9, 2021 (the ?Effective Date?). The purpose of the Plan is to provide for the payment of severance |
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| August 5, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 5, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 98-1489389 (State or other jurisdiction of incorporation) (Commission |
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| August 5, 2021 |
Verona Pharma Reports Second Quarter 2021 Financial Results and Provides Corporate Update ENHANCE Phase 3 program on track to report top-line data in 2022 Up to $219 million strategic collaboration with Nuance Pharma in Greater China Conference call today at 8:30 a. |
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| August 5, 2021 |
Exhibit 10.1 CERTAIN INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN EXCLUDED PURSUANT TO REGULATION S-K, ITEM 601(b)(10)(iv). SUCH EXCLUDED INFORMATION IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. COLLABORATION AND LICENSE AGREEMENT BY AND BETWEEN VERONA PHARMA PLC AND NUANCE PHARMA LIMITED AND NUANCE (SHANGHAI) PHARMA CO LTD TABLE OF CONTENTS Pag |
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| August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Ex |
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| July 20, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 15, 2021 (June 9, 2021) Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other juris |
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| June 11, 2021 |
Entry into a Material Definitive Agreement 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): June 9, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other jurisdiction of incorporation) (Commissio |
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| May 3, 2021 |
Submission of Matters to a Vote of Security Holders 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): April 27, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other jurisdiction of incorporation) (Commiss |
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| April 29, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): April 29, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other jurisdiction of incorporation) (Commiss |
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| April 29, 2021 |
Exhibit 99.1 Verona Pharma Reports First Quarter 2021 Financial Results and Provides Corporate Update ENHANCE Phase 3 program enrollment continues on track to complete in 2H21 Board strengthened with NED appointment of Lisa Deschamps Conference call today at 9:00 a.m. EDT / 2:00 p.m. BST LONDON and RALEIGH, N.C., April 29, 2021 ? Verona Pharma plc (Nasdaq: VRNA) (?Verona Pharma? or the ?Company?), |
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| April 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (E |
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| March 26, 2021 |
March 26, 2021 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N. |
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| March 19, 2021 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 19, 2021 Registration No. |
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| March 19, 2021 |
Definitive Proxy Statement on Schedule 14A, filed with the SEC on March 19, 2021 TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ? SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 19, 2021 |
Exhibit 4.5 Verona Pharma plc INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions. 5 Section 1.3. Incorporation by Reference of Trust Indenture Act 5 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 6 Section 2.1. Issuable in Series 6 Section 2.2. Establishment |
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| March 19, 2021 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 19, 2021 Registration No. |
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| March 19, 2021 |
, dated as of March 19, 2021, between Verona Pharma plc and Jefferies LLC. EX-1.2 2 tm2110174d2ex1-2.htm EXHIBIT 1.2 EXHIBIT 1.2 OPEN MARKET SALE AGREEMENT March 19, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Verona Pharma plc, a public limited company incorporated under the laws of England and Wales with registered number 5375156 (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from |
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| March 2, 2021 |
8-K 1 tm218427d18k.htm FORM 8-K 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): February 24, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other juri |
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| February 25, 2021 |
Form of Non-Executive Director letter of appointment DRAFT PRIVATE AND CONFIDENTIAL [Name] [Address] [Date] Dear [Name], Letter of appointment as a non-executive director On behalf of the board of directors (?Board?) of Verona Pharma plc (?Company?), it is with pleasure that I confirm your appointment as a non-executive director of the Company, with effect from [Date] (?Effective Date?) and to set out your duties, terms of appointment and remuneration. |
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| February 25, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 tm217921d18k.htm FORM 8-K 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): February 25, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other juri |
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| February 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-38067 Verona Pharma plc (Exact |
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| February 25, 2021 |
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT This First Amendment to Loan and Security Agreement (this ?Amendment?) is entered into this 28th day of January, 2021, by and between SILICON VALLEY BANK, a California corporation (?Bank?) and VERONA PHARMA PLC. |
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| February 25, 2021 |
DESCRIPTION OF SECURITIES DESCRIPTION OF SHARE CAPITAL AND ARTICLES OF ASSOCIATION Set forth below is a summary of certain information concerning the share capital of Verona Pharma plc (the ?Company,? ?we,? ?us,? and ?our?) as well as a description of certain provisions of our articles of association and relevant provisions of English law. |
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| February 25, 2021 |
Exhibit 99.1 Verona Pharma Reports Fourth Quarter and Full Year 2020 Financial Results and Provides Corporate Update Positive Phase 2 results with pMDI ensifentrine in COPD Enrollment ongoing in ENHANCE Phase 3 program Up to $30 million debt finance facility increases financial flexibility Conference call today at 9:00 a.m. EST / 2:00 p.m. GMT LONDON and RALEIGH, N.C., February 25, 2021 – Verona P |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires F |
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| February 5, 2021 |
Amendment No. 2 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of class of securities) 925050106** (CUSIP number) February 2, 20 |
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| January 25, 2021 |
Results of Operations and Financial Condition - FORM 8-K 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): January 25, 2021 Verona Pharma plc (Exact name of registrant as specified in its charter) United Kingdom 001-39067 Not Applicable (State or other jurisdiction of incorporation) (Commi |
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| January 4, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-225107 EXPLANATORY NOTE As of January 1, 2021, Verona Pharma plc, or the Company, commenced reporting as a domestic issuer under the Securities Exchange Act of 1934, as amended, or the Exchange Act. In connection with such reporting, the Company is filing this prospectus supplement as part of the Registration Statement on Form F-3 (File No. 333 |
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| December 30, 2020 |
Current Report of Foreign Issuer - FORM 6-K 6-K 1 tm2039594d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 |
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| December 30, 2020 |
Articles of Association, as amended and as currently in effect Exhibit 1 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION - of - Verona Pharma plc (as adopted by Special Resolution on 18 December 2020) TABLE OF CONTENTS 1. |
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| November 24, 2020 |
EX-1.2 3 tm2036424d1ex1-2.htm EXHIBIT 1.2 Exhibit 1.2 Verona Pharma Secures up to $30 Million Debt Financing from Silicon Valley Bank Non-dilutive capital to provide further financial flexibility LONDON and RALEIGH, N.C., November 23, 2020 – Verona Pharma plc (Nasdaq: VRNA) (“Verona Pharma” or the “Company”), a clinical-stage biopharmaceutical company focused on respiratory diseases, announces tha |
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| November 24, 2020 |
Current Report of Foreign Issuer - FORM 6-K 6-K 1 tm2036424-16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 |
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| November 24, 2020 |
EX-1.1 2 tm2036424d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 [***] Certain information in this document has been excluded in accordance with applicable Securities and Exchange Commission rules and regulations. Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. Execution Version LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREE |
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| November 12, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of principa |
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| November 12, 2020 |
Notice of General Meeting of Verona Pharma plc. a260051veronapharma-noti THIS DOCUMENT AND THE ENCLOSED FORM OF PROXY ARE IMPORTANT AND REQUIRE YOUR IMMEDIATE ATTENTION. |
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| November 12, 2020 |
Proposed Articles of Association, marked to show changes. veronapharmaamendedartic THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION - of - Verona Pharma plc (as adopted by Special Resolution on 8th February 2017) on 2020) TABLE OF CONTENTS 1. |
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| November 12, 2020 |
veronapharmadec182020gmp VERONA PHARMA PLC FORM OF PROXY I/We ………………………………………………………………………………………………………………. |
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| October 29, 2020 |
Verona Pharma plc Interim Results for the Verona Pharma plc Operational Update and Financial Results for the Three and Nine Months Ended September 30, 2020 Initiated ENHANCE Phase 3 clinical trials in COPD Completed $200 million private placement Commenced a pilot clinical study in U. |
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| October 29, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of principal |
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| October 5, 2020 |
VRNA / Verona Pharma plc / Novo Holdings A/S - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Verona Pharma plc (Name of Issuer) Ordinary Shares, nominal value £0.05 per share American Depositary Shares, each representing eight Ordinary Shares (Title of Class of Securities) 925050106 (CUSIP Number) Peter Haahr Novo Holdings A/S Tuborg Ha |
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| September 25, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of princip |
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| September 25, 2020 |
Initiation of Phase 3 Announcement Verona Pharma Initiates Phase 3 Clinical Trials with Nebulized Ensifentrine for the Maintenance Treatment of COPD LONDON and RALEIGH, N. |
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| September 22, 2020 |
AIM Delisting Frequently Asked Questions AIM DELISTING – INFORMATION FOR HOLDERS OF ORDINARY SHARES AND FREQUENTLY ASKED QUESTIONS On September 21, 2020, Verona Pharma plc (“Verona Pharma” or the “Company”) announced the intended cancellation of its Ordinary Shares from admission to trading on AIM (the “AIM Delisting”). |
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| September 22, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of princip |
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| September 22, 2020 |
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO. |
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| September 14, 2020 |
Current Report of Foreign Issuer - 6-K 6-K 1 a20200914covid-19initi.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK |
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| September 14, 2020 |
Verona Pharma Initiates Pilot Study with pMDI Ensifentrine in U.S. Patients Hospitalized with COVID-19 LONDON and RALEIGH, N.C., September 8, 2020 – Verona Pharma plc (AIM: VRP) (Nasdaq: VRNA) (“Verona Pharma”), a clinical-stage biopharmaceutical company focused on respiratory diseases, announces the initiation of a pilot study to investigate the efficacy and safety of ensifentrine delivered via p |
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| August 27, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of principal |
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| August 27, 2020 |
Grant of RADSUs and PDMR Dealings Grant of RADSUs and PDMR Dealings LONDON and RALEIGH, N.C., August 26, 2020 – Verona Pharma plc (AIM:VRP) (Nasdaq:VRNA) (“Verona Pharma” or the “Company”), a clinical-stage biopharmaceutical company focused on respiratory diseases, announces that, on August 20, 2020 it granted 6,794,521 Restricted American Depositary Share Units (“RADSUs”), representing 54,356,168 ordinary shares of 5 pence each ( |
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| August 25, 2020 |
August 25, 2020 Via EDGAR Transmission Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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| August 25, 2020 |
Powers of Attorney (incorporated by reference to the signature page hereto). TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 25, 2020 Registration No. |
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| August 25, 2020 |
Exhibit 1 VERONA PHARMA PLC CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION (UNAUDITED) AS OF JUNE 30, 2020, AND DECEMBER 31, 2019 Notes As of June 30, 2020 As of December 31, 2019 £'000s £'000s ASSETS Non-current assets: Goodwill 441 441 Intangible assets 9 25,430 2,757 Property, plant and equipment 37 43 Right-of-use asset 10 1,096 971 Total non-current assets 27,004 4,212 Curren |
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| August 25, 2020 |
Form 6-K furnished to the SEC on August 25, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of principa |
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| August 20, 2020 |
As filed with the Securities and Exchange Commission on August 20, 2020 Registration No. |
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| August 19, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of principal |
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| August 19, 2020 |
EX-1.1 2 vrnapmdipartbstrtfinal.htm EX-1.1 Verona Pharma Initiates Multiple Dose Part of Phase 2 Clinical Trial with pMDI Formulation of Ensifentrine in COPD Results expected in the first half of 2021 LONDON and RALEIGH, N.C., August 19, 2020 – Verona Pharma plc (AIM: VRP) (Nasdaq: VRNA) (“Verona Pharma”), a clinical-stage biopharmaceutical company focused on respiratory diseases, announces the in |
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| August 17, 2020 |
Form F-1 (Registration No. 333-247928) F-1 1 tm2027314-1f1.htm F-1 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 17, 2020 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VERONA PHARMA PLC (Exact Name of Registrant as Specified in its Charter) Not Applicable (Translation of Registrant’s N |
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| August 17, 2020 |
Employment Agreement, dated February 1, 2020, between Verona Pharma Inc. and Mark Hahn Exhibit 10.12 January 28, 2020 Mark Hahn XXXXXXXXX XXXXXXXXX Re: Offer of Employment Dear Mark: On behalf of Verona Pharma Inc. (the “Company” or “Verona Pharma”), I am pleased to offer you employment with the Company. This offer letter agreement, together with Exhibit A hereto (together, the “Agreement”) sets forth the terms of employment the Company is offering you. If you accept this offer, we |
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| August 14, 2020 |
Form 6-K furnished to the SEC on August 14, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2020 Commission File Number: 001-38067 Verona Pharma plc (Translation of registrant's name into English) 3 More London Riverside London SE1 2RE UK +44 203 283 4200 (Address of principal |
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| August 14, 2020 |
Verona Pharma plc Interim Results for the six months ended June 30, Verona Pharma plc Operational Update and Financial Results for the Three and Six Months Ended June 30, 2020 Completed $200 million private placement post period Phase 3 COPD clinical trials planned to start later this year Pilot clinical study in patients hospitalized with COVID-19 planned to start in the third quarter Conference Call Today at 9:00 am EDT / 2:00 pm BST LONDON, UK and RALEIGH, NC, August 14, 2020 – Verona Pharma plc (AIM: VRP) (Nasdaq: VRNA) (“Verona Pharma” or the “Company”), a clinical-stage biopharmaceutical company focused on developing and commercializing innovative therapies for respiratory diseases, announces financial results for the three and six months ended June 30, 2020 and provides a corporate update. |
