SEC Form 4

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Valor IV Pharma Holdings, LLC (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Harmony Biosciences Holdings, Inc. [ HRMY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/21/2020
	4. If Amendment, Date of Original Filed (Month/Day/Year) 08/25/2020	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock	08/21/2020		C		10,139,645	A	(1)	10,984,981	D(2)
Common Stock	08/21/2020		C		233,052	A	(1)	11,218,033	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Series A Preferred Stock	(1)	08/21/2020		C			75,000,000	(1)	(1)	Common Stock	10,139,645.04(3)	$0.00	0	D(2)
Series C Preferred Stock	(1)	08/21/2020		C			1,786,985	(1)	(1)	Common Stock	233,052.23(4)	$0.00	0	D(2)

1. Name and Address of Reporting Person* Valor IV Pharma Holdings, LLC (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* Valor Management L.P. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* Valor Equity Capital IV LLC (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* Valor Equity Associates IV L.P. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* VALOR EQUITY PARTNERS IV L.P. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* VALOR EQUITY PARTNERS IV-A L.P. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* VALOR EQUITY PARTNERS IV-B L.P. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* Gracias Antonio J. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

1. Name and Address of Reporting Person* Sabater Juan A. (Last) (First) (Middle) C/O VALOR EQUITY PARTNERS 875 NORTH MICHIGAN AVENUE, SUITE 3214 (Street) CHICAGO IL 60611 (City) (State) (Zip)

Explanation of Responses:

1. Each share of preferred stock automatically converted on a 8.215-for-one basis into common stock upon the closing of the Issuer's initial public offering, with any fractional shares resulting from the conversion of the aggregate preferred stock held by the reporting person canceled in exchange for cash.

2. Antonio Gracias is the Chief Executive Officer of Valor Management L.P. ("Valor Management") and Juan A. Sabater is the President of Valor Management. Valor Management is the managing member of Valor Equity Capital IV LLC, which is the general partner of Valor Equity Associates IV L.P., which, in turn, is the general partner of each of Valor Equity Partners IV L.P., Valor Equity Partners IV-A L.P. and Valor Equity Partners IV-B L.P. (collectively, the "Valor Funds"). The Valor Funds are the sole members of the Valor IV Pharma Holdings, LLC ("Valor"). As such, Messers. Gracias and Sabater may be deemed to beneficially own the shares held by Valor. Each of Messers. Gracias and Sabater disclaims beneficial ownership over the shares described herein except to the extent of their pecuniary interest therein.

3. Includes 1,010,004.14 shares of common stock received upon the payment of an in-kind dividend on the Series A Preferred Stock on August 21, 2020.

4. Includes 15,525.15 shares of common stock received upon the payment of an in-kind dividend on the Series C Preferred Stock on August 21, 2020.

Remarks:

Reflects the final dividend shares issuable on the preferred stock as communicated to the reporting person by the Issuer on August 31, 2020.

	Valor IV Pharma Holdings, LLC, By Valor Equity Associates IV L.P. general partner of its members By Valor Equity Capital IV LLC, its general partner By Valor Management L.P. its managing member By /s/ Stephanie Wisdo Attorney-in-fact for Antonio Gracias	09/04/2020
	Valor Management L.P., By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias, Chief Executive Officer	09/04/2020
	Valor Equity Capital IV LLC, By: Valor Management L.P., its managing member, By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias, Chief Executive Officer	09/04/2020
	Valor Equity Associates IV L.P., By: Valor Equity Capital IV LLC, its general partner, By: Valor Managemnet L.P., its managing member, By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias, Chief Executive Officer	09/04/2020
	Valor Equity Partners IV L.P., By: Valor Equity Associates IV L.P., its general partner, By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias	09/04/2020
	Valor Equity Partners IV-A L.P., By: Valor Equity Associates IV L.P., its general partner, By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias	09/04/2020
	Valor Equity Partners IV-B L.P., By: Valor Equity Associates IV L.P., its general partner, By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias	09/04/2020
	Antonio Gracias, By: /s/ Stephanie Wisdo, Attorney-in-fact for Antonio Gracias	09/04/2020
	Juan A. Sabater, By: /s/ Stephanie Wisdo, Attorney-in-fact for Juan A. Sabater	09/04/2020
	** Signature of Reporting Person	Date
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