BA BRIEFING·
Royalty Pharma PLC (RPRX) 2026 Annual Meeting
9 directors up · 10 proposals · Uncontested
$31.4B mkt cap · 1Y TSR +70.2% · Board C-
Director Elections (9)
| Nominee | Forecast | Background |
|---|---|---|
Not independent | — | Pablo Legorreta is the CEO and Chairman of Royalty Pharma, co-founder of Pharmakon Advisors, and served on the boards of ProKidney Corp and Epizyme, Inc. |
Independent | — | Dr. Bassler has been elected to the National Academy of Sciences, the National Academy of Medicine, and the Royal Society, highlighting her significant contributions to molecular biology. |
Independent | — | Vlad Coric has served as CEO and director of Biohaven since 2015 and was previously a group director of global clinical research at Bristol-Myers Squibb. |
Independent | — | Catherine Engelbert served as CEO of Deloitte from 2014 to 2019 and is currently an independent director at McDonald's Corporation. |
Independent | — | Dr. Ho has served as executive vice president and president of Lilly Neuroscience since December 2025 and was previously Chief Medical Officer at Denali Therapeutics from June 2015 to November 2025. |
Independent | — | David Hodgson is a Managing Director and Vice Chairman of General Atlantic, with over 40 years of experience in growth equity investment and serves on the boards of TriNet Group and Alignment Healthcare. |
Independent | — | Dr. Love served as president and CEO of Global Blood Therapeutics from 2014 to 2022 and was previously CEO and chairman of Nuvelo, Inc. from 2001 to 2009. |
Independent | — | Gregory Norden served as CFO of Wyeth from 1989 to 2010 and has held directorships at Human Genome Sciences, Univision, NanoString Technologies, Praxis Precision Medicines, and Zoetis. |
Independent | — | Elizabeth Weatherman is a Special Limited Partner at Warburg Pincus, led its Healthcare Group from 2008 to 2015, and serves on the boards of Insulet Corp. and other healthcare companies. |
Proposals on the Ballot (10)
| #1 | Election of Directors Filed by the board · Board recommends For Elect nine director nominees (Pablo Legorreta, Bonnie Bassler, Vlad Coric, Catherine Engelbert, Carole Ho, David Hodgson, Ted Love, Gregory Norden, Elizabeth Weatherman) each by separate ordinary resolution. |
| #2 | Non-Binding Advisory Vote on the Compensation of our Named Executive Officers Filed by the board · Board recommends For Approve on a non-binding advisory basis the compensation of the named executive officers as disclosed in the proxy statement. |
| #3 | Ratification of Appointment of Independent Registered Public Accounting Firm Filed by the board · Board recommends For Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending . |
| #4 | Receive our U.K. Annual Report and Accounts Filed by the board · Board recommends For Receive the Company's U.K. Annual Report and Accounts for the fiscal year ended . |
| #5 | Non-Binding Advisory Vote to Approve the U.K. Directors’ Remuneration Report Filed by the board · Board recommends For Approve on a non-binding advisory basis the U.K. Directors’ Remuneration Report included in the U.K. Annual Report and Accounts. |
| #6 | Vote to Approve Re-Appointment of the U.K. Statutory Auditor Filed by the board · Board recommends For Approve the re-appointment of Ernst & Young as the Company's U.K. statutory auditor under the U.K. Companies Act. |
| #7 | Vote to Authorize the Board to Determine the Remuneration of the U.K. Statutory Auditor Filed by the board · Board recommends For Authorize the Board to determine the remuneration of Ernst & Young as the U.K. statutory auditor. |
| #8 | Vote to Approve the Terms of the Agreements and Counterparties pursuant to which We May Purchase our Class A Ordinary Shares Filed by the board · Board recommends For Approve the forms of share repurchase contracts and list of approved counterparties that would allow the Company to repurchase its Class A ordinary shares off-market. Detail ›This management proposal seeks shareholder approval for the standardized forms of "Repurchase Contracts" and a list of "Approved Counterparties" that would permit Royalty Pharma, a company incorporated in England and Wales but listed on Nasdaq, to repurchase its Class A ordinary shares off-market — i.e., by contractual arrangements rather than purchases on a "recognized investment exchange" under U.K. law. The approval is a legal prerequisite under the U.K. Companies Act because Nasdaq is not a recognized investment exchange in the U.K. The resolution delegates discretion to the Board to negotiate and enter into repurchase contracts with approved brokers or counterparties, subject to Board-determined limits, commissions and timing, and with an authorization that would last up to five years. This grants the Board tactical flexibility to implement share repurchase programs (open-market, private negotiated purchases, tender offers, or 10b5-1/10b-18 compliant arrangements) without further shareholder meetings. The Board recommends a "FOR" vote, arguing that the authority helps optimize capital allocation, supports return of capital strategies, and provides execution flexibility while remaining subject to legal and internal controls; shareholders retain the ability to vote on the overarching terms by not approving the resolution. Potential governance considerations for investors include the breadth of counterparties approved (a long list including global banks and broker-dealers), commission/fee structures and performance-based fees paid to counterparties, lack of a specific cap on repurchase volumes or dollar amounts in the shareholder resolution (the Board will set specific programs later), and the five-year duration of the authority which is longer than the one-year repurchase authorization used by some U.S. companies. Investors concerned about oversight may focus on seeking post-hoc disclosures of repurchase program parameters and maintaining engagement with the Board on capital allocation decisions. |
| #9 | Vote to Authorize the Board to Allot Shares Filed by the board · Board recommends For Authorize the Board, under U.K. Companies Act section 551, to allot shares or grant rights to subscribe for or convert securities into shares up to an aggregate nominal amount of $8,914 (approx. 20% of issued share capital), expiring at the next annual meeting or 15 months. |
| #10 | Vote to Authorize the Board to Allot Shares Without Rights of Pre-emption Filed by the board · Board recommends For Special resolution to empower the Board to allot equity securities for cash or sell treasury shares for cash as if statutory pre-emption rights under section 561 did not apply, expiring at the next annual meeting or 15 months; requires 75% majority. |
Top institutional holders · as of Mar 31, 2026
| Holder | % of shares | Position value |
|---|---|---|
| MORGAN STANLEY | 6.40% | $1.77B |
| Capital International Investors | 6.08% | $1.68B |
| FMR LLC | 2.42% | $669M |
| Swedbank AB | 2.01% | $556M |
| STATE STREET CORP | 1.91% | $527M |
| BlackRock, Inc. | 1.64% | $453M |
| BAILLIE GIFFORD CO | 1.42% | $392M |
| BlackRock, Inc. | 1.40% | $387M |
| Capital World Investors | 1.40% | $386M |
| ADAGE CAPITAL PARTNERS GP, L.L.C. | 1.30% | $359M |
Source: SEC 13F filings (latest quarter). Position value is the holder’s reported aggregate value at the as-of date.
Recent key filings
| Quarterly report (10-Q) | View › | |
| Definitive proxy (DEF 14A) | View › | |
| Annual report (10-K) | View › | |
| Quarterly report (10-Q) | View › | |
| Quarterly report (10-Q) | View › | |
| Definitive proxy (DEF 14A) | View › |
About the risk forecast
The risk forecast scores each director on the company’s slate against Boardroom Alpha’s YoY Director-Vote Forecast model — three XGBoost classifiers that estimate the probability the director’s vote support falls below 70%, 80%, and 90% at the upcoming annual meeting, augmented by a five-rule governance escalation layer (overboarding, audit-committee composition, prior dissent, and others).
Bands map to those probability thresholds:
- Crisis — high probability of vote support below 70%. Rare.
- Material — high probability of below 80%. The primary screening threshold.
- Elevated — significant elevated risk of dissent.
- Watch — even a mild withhold is detectable. Informational.
- Healthy — no signal of meaningful dissent.
Prior is the director’s most-recent vote-support percentage at this same board. Direction compares the forecast to that prior vote: ↑ expected better means more support than last year; ↓ expected worse means less.
Forecast applies only to non-contested annual proxies (DEF 14A). Contested situations are tracked separately on the contested-proxy pipeline. The model is retrained nightly; bands shown reflect the most recent run.
« Back to Shareholder Meeting Calendar
Frequently Asked Questions
When is the Royalty Pharma PLC 2026 annual meeting?
Royalty Pharma PLC (RPRX) holds its 2026 annual shareholder meeting on June 4, 2026.
What is the record date for the Royalty Pharma PLC 2026 meeting?
The record date for the Royalty Pharma PLC 2026 meeting is April 6, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Royalty Pharma PLC's 2026 meeting?
The board is presenting 9 director nominees at the Royalty Pharma PLC 2026 meeting. The full slate appears in the 'Director Nominees' table on this page, with independence designations and a structured indexable summary.
What proposals will shareholders vote on at the Royalty Pharma PLC 2026 meeting?
Shareholders will vote on 10 proposals at the Royalty Pharma PLC 2026 meeting. The full list with proposed-by tags and management recommendations appears in the 'Proposals on the Ballot' section on this page.
Where do I find the original proxy filing?
The 'View proxy' link at the top of this page opens the original SEC DEF 14A (or amended) filing for the Royalty Pharma PLC 2026 meeting in the Boardroom Alpha filing viewer.
Last updated: