ICHOR HOLDINGS, LTD. — Director's Dealing 2017

Nov 16, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICHOR HOLDINGS, LTD. (ICHR)
CIK: 0001652535
Period of Report: 2017-11-14

Reporting Person: FRANCISCO PARTNERS GP MANAGEMENT III (CAYMAN), LTD. (10% Owner)
Reporting Person: FRANCISCO PARTNERS GP III (CAYMAN), L.P. (10% Owner)
Reporting Person: FRANCISCO PARTNERS III (CAYMAN), L.P. (10% Owner)
Reporting Person: FRANCISCO PARTNERS PARALLEL FUND III (CAYMAN), L.P. (10% Owner)
Reporting Person: ICHOR INVESTMENT HOLDINGS, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-11-14	Ordinary Shares, par value $0.0001	J	1940257	$0.00	Disposed	3880513	Indirect

Footnotes

F1: On November 14, 2017, each of Francisco Partners III (Cayman), L.P. ("FP III Cayman"), Francisco Partners Parallel Fund III (Cayman), L.P. ("FPPF III Cayman") and Ichor Investment Holdings, LLC ("IIH LLC") made a distribution-in-kind to its partners, on a pro rata basis for no additional consideration, of ordinary shares of Ichor Holdings, Ltd.

F2: Includes (a) 1,725,930 ordinary shares that were directly held by FP III Cayman, (b) 19,932 ordinary shares that were directly held by FPPF III Cayman and (c) 194,395 ordinary shares that were directly held by IIH LLC .

F3: Francisco Partners GP III (Cayman), L.P. ("FP GP III") is the general partner of each of FP III Cayman and FPPF III Cayman and the manager of IIH LLC. Francisco Partners GP Management III (Cayman), Limited ("FP GP III Management") is the general partner of FP GP Cayman III. In those capacities, FP GP III and FP GP III Management may be deemed to share voting and dispositive power with respect to the shares owned by FP III Cayman, FPPF III Cayman and IIH LLC. FP GP III and FP GP III Management may be deemed to share voting and dispositive power with respect to the shares owned by FP III Cayman, FPPF III Cayman and IIH LLC. An investment committee comprised of Dipanjan Deb, David R. Golob, Keith Geeslin and Ezra Perlman, certain of the managers of FP GP III Management, share voting and dispositive power with respect to the shares beneficially held by FP GP III Management.

F4: (Continued from Footnote 3) Each of FP GP III, FP GF III Management and Messrs. Deb, Golob, Geeslin and Perlman expressly disclaims beneficial ownership of any shares, except to the extent of their pecuniary interest.