Royalty Pharma (RPRX) Proxy filing summary

Executive summary

• Achieved strong portfolio growth in 2025, with $3.3B in portfolio receipts and $2.6B deployed on royalty acquisitions, including innovative deals with Revolution Medicines and BeOne Medicine's Imdelltra.

• Returned over $1.7B to shareholders, including $1.2B in share repurchases and $512M in dividends and distributions.

• Completed internalization of the operating platform, transitioning from external management to an integrated public company.

• Enhanced Board with new directors bringing expertise in biopharma and finance.

• Maintained a robust pipeline with over 55 approved and development-stage products and 16 blockbuster therapies in the portfolio.

Voting matters and shareholder proposals

• Shareholders will vote on ten proposals, including election of nine directors, advisory votes on executive compensation and U.K. directors' remuneration, ratification of Ernst & Young as auditors, approval of share repurchase agreements, and authorizations to allot shares and disapply pre-emption rights.

• All proposals are recommended “FOR” by the Board.

• Proposals 1-9 require a simple majority; Proposal 10 (disapplication of pre-emption rights) requires 75% approval.

Board of directors and corporate governance

• Board comprises nine nominees, eight of whom are independent; six are diverse in gender or ethnicity.

• Board committees (Audit, Management Development and Compensation, Nominating and Corporate Governance) are fully independent.

• Lead Independent Director role held by Ted Love, M.D., with responsibilities for board culture and effectiveness.

• Annual board and committee evaluations, director orientation, and continuing education are in place.

• Share ownership guidelines require significant equity holdings by directors and executives.