ICHOR HOLDINGS, LTD. — Director's Dealing 2016

Dec 8, 2016

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ICHOR HOLDINGS, LTD. (ICHR)
CIK: 0001652535
Period of Report: 2016-12-08

Reporting Person: CARSON MAURICE EUGENE (Director, See Remarks)

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	362255	Direct
Ordinary Shares	1086763	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (Right to buy)	$1.00	2019-03-12	Ordinary Shares (497918)		Direct
Options (Right to buy)	$1.00	2021-09-19	Ordinary Shares (1638181)		Direct

Footnotes

F1: Represents (i) 362,255 restricted shares granted on September 19, 2014 pursuant to an award of which 25% vested on the one year anniversary of the grant date and the remainder vest ratably on a quarterly basis over a three year period thereafter and (ii) 724,508 restricted shares granted on September 19, 2014, which fully vest in the event of a qualified sale of the Registrant or an initial public offering provided that Mr. Carson's service as an executive officer and director of the Registrant does not terminate on or prior to the 91st day prior to such sale or initial public offering, as applicable.

F2: The option vests as follows: 25% of the option grant vested on March 12, 2013 and the remainder vests ratably on a quarterly basis over a three year period thereafter. The option has fully vested.

F3: The option vests as follows: 25% of the option grant vested on September 19, 2015 and the remainder vests ratably on a quarterly basis over a three year period thereafter.