BICYCLE THERAPEUTICS PLC — Director's Dealing 2019

May 31, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BICYCLE THERAPEUTICS plc (BCYC)
CIK: 0001761612
Period of Report: 2019-05-28

Reporting Person: SVLSF V, LLC (10% Owner)
Reporting Person: SV LIFE SCIENCES FUND V LP (10% Owner)
Reporting Person: SV Life Sciences Fund V (GP), LP (10% Owner)
Reporting Person: SV Life Sciences Fund V Strategic Partners, L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-28	Ordinary Shares	C	874709	—	Acquired	874709	Indirect
2019-05-28	Ordinary Shares	C	623196	—	Acquired	1497905	Indirect
2019-05-28	Ordinary Shares	C	18485	—	Acquired	18485	Indirect
2019-05-28	Ordinary Shares	C	13169	—	Acquired	31654	Indirect
2019-05-28	Ordinary Shares	P	377732	$14	Acquired	1875637	Indirect
2019-05-28	Ordinary Shares	P	7983	$14	Acquired	39637	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-28	Series A Preferred Shares	$	C	874709	Disposed		Ordinary Shares (874709)	Indirect
2019-05-28	Series B1 Preferred Shares	$	C	623196	Disposed		Ordinary Shares (623196)	Indirect
2019-05-28	Series A Preferred Shares	$	C	18485	Disposed		Ordinary Shares (18485)	Indirect
2019-05-28	Series B1 Preferred Shares	$	C	13169	Disposed		Ordinary Shares (13169)	Indirect

Footnotes

F1: Each Series A and B1 Preferred Share automatically converted into Ordinary Shares on a one-for-1.429 basis upon the closing of the Issuer's initial public offering and had no expiration date.

F2: These shares are owned directly by SV Life Sciences Fund V, L.P. ("SVLS V LP"). SV Life Sciences Fund V (GP), LP ("SVLS V GP") is the general partner of SVLS V LP. The general partner of SVLS V GP is SVLSF V, LLC. Kate Bingham, Eugene D. Hill, III and Michael J. Ross are members of the investment committee of SVLSF V, LLC. SVLS V GP, SVLSF V, LLC and each of the individuals comprising the SVLSF V, LLC investment committee may be deemed to share voting, dispositive and investment power over the shares held of record by SVLS V LP. Each of SVLS V GP, SVLSF V, LLC and the individual members of the SVLSF V, LLC investment committee disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their pecuniary interest therein.

F3: These shares are owned directly by SV Life Sciences Fund V Strategic Partners, L.P. ("SVLS V SPP"). SVLS V GP is the general partner of SVLS V SPP. The general partner of SVLS V GP is SVLSF V, LLC. Kate Bingham, Eugene D. Hill, III and Michael J. Ross are members of the investment committee of SVLSF V, LLC. SVLS V GP, SVLSF V, LLC and each of the individuals comprising the SVLSF V, LLC investment committee may be deemed to share voting, dispositive and investment power over the shares held of record by SVLS V SPP. Each of SVLS V GP, SVLSF V, LLC and the individual members of the SVLSF V, LLC investment committee disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or any other purpose, except to the extent of their pecuniary interest therein