ICHOR HOLDINGS, LTD. — Director's Dealing 2017

Aug 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICHOR HOLDINGS, LTD. (ICHR)
CIK: 0001652535
Period of Report: 2017-08-08

Reporting Person: DEB DIPANJAN (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-08	Ordinary Shares, par value $0.0001	S	5423692	$18.50	Disposed	6620334	Indirect

Footnotes

F1: Includes (a) 4,824,574 ordinary shares that were directly held by Francisco Partners III (Cayman), L.P. ("FP III Cayman"), (b) 55,716 ordinary shares that were directly held by Francisco Partners Parallel Fund III (Cayman), L.P. ("FPPF III Cayman") and (c) 543,402 ordinary shares that were directly held by Ichor Investment Holdings, LLC ("IIH LLC").

F2: Represents the offering price to the public in the secondary offering of $19.32 per ordinary share, net of underwriters' discount of $0.82 per ordinary share.

F3: Francisco Partners GP III (Cayman), L.P. ("FP GP Cayman III") is the general partner of each of FP III Cayman and FPPF III Cayman and the manager of IIH LLC. Francisco Partners GP III Management (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. The Reporting Person is a member of an investment committee of FP GP III Management and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of any shares, except to the extent of his pecuniary interest