Grant of Options and RSUs and PDMR Dealings

LONDON, May 03, 2017 -- Verona Pharma plc (AIM:VRP) (NASDAQ:VRNA) (“Verona Pharma”), a clinical-stage biopharmaceutical company focused on developing and commercialising innovative therapeutics for the treatment of respiratory diseases with significant unmet needs, announces that it granted the following options over ordinary shares of £0.05 each (the “Ordinary Shares”) and American Depositary Shares (“ADS”) and restricted share units (“RSUs”) and Restricted American Depositary Share Units (“RADSUs”) to directors and employees of Verona Pharma under and in accordance with Verona Pharma’s 2017 Incentive Award Plan:

• 3,430,316 options to purchase Ordinary Shares;
• 129,564 options to purchase ADSs representing 1,036,512 Ordinary Shares;
• 853,220 RSUs; and
• 24,877 RADSUs representing 199,016 Ordinary Shares.

Each RSU and RADSU represents an unfunded, unsecured right to receive, on the applicable settlement date, one Ordinary Share or the equivalent number of ADSs, as applicable, or an amount in cash or other consideration. Except where the context indicates otherwise, references hereunder to the Ordinary Shares shall be deemed to include a number of ADSs equal to an Ordinary Share.  No consideration was paid in respect of the grant of awards.

PDMR Dealings

Verona Pharma notifies the following transactions by persons discharging managerial responsibilities (“PDMRs”) in its Ordinary Shares through the grant of options over Ordinary Shares and ADSs and RSUs under and in accordance with Verona Pharma’s 2017 Incentive Award Plan.

The options over Ordinary Shares have an exercise price of £1.32 per Ordinary Share. The options over ADSs have an exercise price of £10.56 per ADS. The RSUs have a value of £1.32 per RSU and the RADSUs have a value of £10.56 per RADSU.

The options, RSUs and RADSUs set forth in the table above (other than those granted to Mr Sinha) will vest as to 50% of the Ordinary Shares or ADSs (as appropriate) in three substantially equal annual instalments following the grant date and as to 50% of the Ordinary Shares or ADSs (as appropriate) in four substantially equal annual instalments following the grant date. The options granted to Mr Sinha will vest in three substantially equal annual instalments following the grant date.

The notification of dealing form in respect of option/RSU awards for each PDMR can be found below.

A PDF accompanying this announcement is available at http://www.globenewswire.com/NewsRoom/AttachmentNg/b2dfc6e0-ab46-4d1d-a987-46219ddd7b9d

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