Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission

FORM 4 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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person * Valor IV Pharma Holdings, LLC 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) (Last) (First) (Middle) 320 N. SANGAMON, SUITE 1200 3. Date of Earliest Transaction (Month/Day/Year) 11/01/2024 (Street) CHICAGO, IL 60607 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) 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 11/01/2024 S 4,000,000 D $30.3025 7,218,033 D Common Stock 11/05/2024 S 600,000 D $30.3025 6,618,033 D

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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 Underlying Securities (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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address	Relationships
Director	10% Owner	Officer	Other
Valor IV Pharma Holdings, LLC 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60607		X
Valor Management L.P. 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60611		X
Valor Equity Capital IV LLC 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60611		X
Valor Equity Associates IV L.P. 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60611		X
VALOR EQUITY PARTNERS IV L.P. 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60611		X
VALOR EQUITY PARTNERS IV-A L.P. 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60611		X
VALOR EQUITY PARTNERS IV-B L.P. 320 N. SANGAMON SUITE 1200 CHICAGO, IL 60611		X
Gracias Antonio J. C/O HARMONY BIOSCIENCES HOLDINGS, INC. 630 W GERMANTOWN PIKE, SUITE 215 PLYMOUTH MEETING, PA 19462	X	X
Sabater Juan A. 630 W. GERMANTOWN PIKE SUITE 215 PLYMOUTH MEETING, PA 19462	X	X

Signatures

Valor IV Pharma Holdings, LLC By: /s/Antonio Gracias, Sole Manager	11/05/2024
**Signature of Reporting Person	Date
Valor Management L.P. By: /s/Antonio Gracias, CEO	11/05/2024
**Signature of Reporting Person	Date
Valor Equity Capital IV LLC By: Valor Management L.P., its managing member By: /s/Antonio Gracias, CEO	11/05/2024
**Signature of Reporting Person	Date
Valor Equity Associates IV L.P., By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Antonio Gracias, CEO	11/05/2024
**Signature of Reporting Person	Date
Valor Equity Partners IV, L.P., By: Valor Equity Associates IV L.P., By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Antonio Gracias, CEO	11/05/2024
**Signature of Reporting Person	Date
Valor Equity Partners IV-A, L.P., By: Valor Equity Associates IV L.P., By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Antonio Gracias, CEO	11/05/2024
**Signature of Reporting Person	Date
Valor Equity Partners IV-B, L.P., By: Valor Equity Associates IV L.P., By: Valor Equity Capital IV LLC, its general partner, By: Valor Management L.P., its managing member, By: /s/ Antonio Gracias, CEO	11/05/2024
**Signature of Reporting Person	Date
/s/ Antonio Gracias	11/05/2024
**Signature of Reporting Person	Date
/s/ Juan A. Sabater	11/05/2024
**Signature of Reporting Person	Date

Explanation of Responses:

*	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).
Remarks: Valor IV Pharma Holdings, LLC is the holder of record of the shares reported herein. Valor Funds Group LLC is the general partner of Valor Management L.P., which 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 limited partnerships (Valor Equity Partners IV L.P, Valor Equity Partners IV-A L.P. and Valor Equity Partners IV-B L.P.) that are the members of Valor IV Pharma Holdings, LLC. Antonio Gracias and Juan Sabater, each of whom is a director of the Issuer, may each be deemed to share beneficial ownership over the shares of the Issuer held by Valor IV Pharma Holdings, LLC by virtue of their positions with the above Valor entities; however, each disclaims beneficial ownership of the shares held by Valor IV Pharma Holdings, LLC

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