Amendment: Director Broshy Eran sold $809,250 worth of Ordinary Shares (45,000 units at $17.98), decreasing direct ownership by 34% to 60,204 units (SEC Form 4)
$TBPH
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Theravance Biopharma, Inc. [ TBPH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/11/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) 11/13/2025 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Ordinary Shares | 11/11/2025 | S | V | 15,500 | D | $18.5(1) | 75,704 | D | ||
| Ordinary Shares | 11/11/2025 | S | V | 15,500 | D | $17(1) | 60,204 | D | ||
| Ordinary Shares | 11/11/2025 | S | V | 14,000 | D | $18.5(2) | 60,204 | D | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Share Option (Right to Buy) | $10.15 | 11/11/2025 | M | V | 14,000 | (3) | 04/25/2032 | Ordinary Shares | 14,000 | $10.15 | 107,878 | D | |||
| Explanation of Responses: |
| 1. The transactions reported on this Form 4 were effected pursuant to the reporting person's Rule 10b5-1 trading plan adopted on March 14, 2024. |
| 2. The reporting person exercised stock options to acquire 14,000 Ordinary Shares and sold all such shares on the same day in a broker-assisted transaction. No shares were withheld for taxes. The transactions reported on this Form 4 were effected pursuant to the reporting person's Rule 10b5-1 trading plan adopted on March 14, 2024. |
| 3. This option was fully vested and exercisable (having vested as to 1/12th of the shares subject to the option upon completion of each continuous month of service following the original grant date and any remaining unvested shares vesting on the date of the next annual meeting of the company's shareholders provided continuous service through such date). |
| Remarks: |
| This Form 4/A is being filed to correct an administrative error in the number of Ordinary Shares reported as sold at $18.50 on November 11, 2025. The originally reported amount of 29,500 shares in Table I, Row 1 was incorrect; the correct amount is 15,500 shares. The number of Ordinary Shares beneficially owned following the transactions has been correspondingly adjusted in all three rows of Table I. |
| /s/ Brett Grimaud, Attorney-in-Fact | 11/14/2025 | |
| ** 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 4 (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. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||