SEC Info - Ford William E - ‘3’ for 6/15/20 re: Royalty Pharma plc

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

FORD WILLIAM E

(Last)

(First)

(Middle)

C/O ROYALTY PHARMA PLC

110 E. 59TH STREET

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
6/15/20

3. Issuer Name and Ticker or Trading Symbol
Royalty Pharma plc [ RPRX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Limited Partnership interests in RPI US Partners 2019, LP	⁽¹⁾ ⁽²⁾	⁽¹⁾	Class A Ordinary Shares, par value $0.0001 per share	26,673,850	0	I	By General Atlantic (RP) Collections LLC ⁽³⁾ ⁽⁴⁾
Limited Partnership interests in RPI US Partners 2019, LP	⁽¹⁾ ⁽⁵⁾	⁽¹⁾	Class A Ordinary Shares, par value $0.0001 per share	1,713,500	0	I	By Steamboat Park Investments LLC ⁽⁶⁾
Limited Partnership interests in RPI US Partners 2019, LP	⁽¹⁾ ⁽⁷⁾	⁽¹⁾	Class A Ordinary Shares, par value $0.0001 per share	761,270	0	I	By Groton Restricted Fund LP ⁽⁸⁾

Explanation of Responses:

(1) Represents limited partnership interests in RPI US Partners 2019, LP ("RPI US LP Interests"). Each RPI US LP Interest can be exchanged for ten Class B Interests in Royalty Pharma Holdings Ltd, ("Holdings") at any time and for no additional value, which exchange right does not expire until so converted. Each Class B Interest in Holdings issued in exchange for a RPI US LP Interest will be exchanged upon such exchange for one Class A Ordinary Share, par value $0.0001 per share ("Class A Ordinary Share") of the Issuer for no additional value.

(2) Includes RPI US LP Interests convertible into 1,929,880 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.

(3) The Reporting Person is employed by an entity affiliated with General Atlantic (RP) Collections, LLC ("GA RP Collections"). The members of GA RP Collections that share beneficial ownership of the interests held by GA RP Collections are indirectly held by the following General Atlantic investment funds: General Atlantic Partners AIV-1 A, L.P. ("GAP AIV-1 A"), General Atlantic Partners AIV-1 B, L.P. "(GAP AIV-1 B"), GAP Coinvestments CDA, L.P. ("GAPCO CDA"), GAP Coinvestments III, LLC ("GAPCO III"), GAP Coinvestments IV, L.P. ("GAPCO IV") and GAP Coinvestments V, LLC ("GAPCO V"). General Atlantic (SPV) GP, LLC ("GA SPV") is the sole non-member manager of GA RP Collections. The general partner of GAP AIV-1 A and GAP AIV-1 B is General Atlantic GenPar, L.P. ("GA GenPar").

(4) The general partner of GA GenPar is General Atlantic LLC ("GA LLC"). GA LLC is the sole member of GA SPV, the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. There are eight members of the management committee of GA LLC (the "GA Management Committee"). The Reporting Person is a member of the GA Management Committee and is Chief Executive Officer and a Managing Director of GA LLC. GA LLC, GA GenPar, GA SPV, GAP AIV-1 A, GAP AIV-1 B, GAPCO III, GAPCO IV, GAPCO V, GAPCO CDA are a "group" within the meaning of Rule 13d-5 of the Securities Exchange Act of 1934, as amended. Each of the members of the GA Management Committee disclaims ownership of the ordinary shares except to the extent he or she has a pecuniary interest therein.

(5) Includes RPI US LP Interests convertible into 123,980 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.

(6) The Reporting Person has a private membership interest in Steamboat Park Investments, LLC ("SPI"), a U.S. based entity within the General Atlantic private equity group, as an individual and through a family vehicle, and is an officer and a member of the Board of Managers of SPI. The Reporting Person disclaims ownership of such ordinary shares except to the extent he has a pecuniary interest therein.

(7) Includes RPI US LP Interests convertible into 55,116 Class A Ordinary Shares that are subject to forfeiture if and when the Class A Ordinary Shares attain a 20-trading day volume weighted average price of $32.30 or more after December 15, 2020 and on or before December 15, 2023. The amount of this forfeiture scales linearly from 0% at $20.51 per share to 100% at $32.30 per share.

(8) The Reporting Person has a private membership interest in Madison Park Capital, LLC ("MPC"), a U.S. based entity within the General Atlantic private equity group, and is an officer and a member of the Board of Managers of MPC. Each of SPI and MPC maintains an investment as a limited partner of Groton Restricted Fund LP. The Reporting Person disclaims ownership of such ordinary shares except to the extent he has a pecuniary interest therein.

Remarks:

Exhibit List - Exhibit 24.1 - Power of Attorney

	/s/ Jason Mehar, as Attorney-in-Fact, for William E. Ford	6/15/20
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Ford William E – ‘3’ for 6/15/20 re: Royalty Pharma plc

On: Monday, 6/15/20, at 9:43pm ET · For: 6/15/20 · Accession #: 950103-20-11722 · File #: 1-39329

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Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
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