iRhythm Technologies, Inc. — Director's Dealing 2016

Oct 25, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: iRhythm Technologies, Inc. (IRTC)
CIK: 0001388658
Period of Report: 2016-10-25

Reporting Person: SYNERGY LIFE SCIENCE PARTNERS L P (10% Owner)
Reporting Person: Synergy Venture Partners, LLC (10% Owner)
Reporting Person: Jain Mudit K. (10% Owner)
Reporting Person: Stack Richard S. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-10-25	Common Stock	C	2384524	—	Acquired	2384524	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-25	Series A Convertible Preferred Stock	$	C	264419	Disposed		Common Stock (264419)	Direct
2016-10-25	Series A Convertible Preferred Stock	$	C	837328	Disposed		Common Stock (837328)	Direct
2016-10-25	Series A Convertible Preferred Stock	$	C	528838	Disposed		Common Stock (528838)	Direct
2016-10-25	Series B Convertible Preferred Stock	$	C	67768	Disposed		Common Stock (135833)	Direct
2016-10-25	Series C Convertible Preferred Stock	$	C	38358	Disposed		Common Stock (86184)	Direct
2016-10-25	Series C Convertible Preferred Stock	$	C	81174	Disposed		Common Stock (182387)	Direct
2016-10-25	Series D Convertible Preferred Stock	$	C	179011	Disposed		Common Stock (179011)	Direct
2016-10-25	Series E Convertible Preferred Stock	$	C	114018	Disposed		Common Stock (114018)	Direct
2016-10-25	Series E Convertible Preferred Stock	$	C	56506	Disposed		Common Stock (56506)	Direct
2016-10-25	Series D Preferred Stock Warrant (Right to Buy)	$0.001	C	49581	Disposed	2019-11-01	Common Stock (49581)	Direct

Footnotes

F1: The Series A Convertible Preferred Stock converted into Common Stock on a 1-for-1 basis and had no expiration date.

F2: The Series B Convertible Preferred Stock converted into Common Stock on a 2.00438849-for-1 basis and had no expiration date.

F3: The Series C Convertible Preferred Stock converted into Common Stock on a 2.24685484-for-1 basis and had no expiration date.

F4: The Series D Convertible Preferred Stock converted into Common Stock on a 1-for-1 basis and had no expiration date.

F5: The Series E Convertible Preferred Stock converted into Common Stock on a 1-for-1 basis and had no expiration date.

F6: Reflects 5.882698 for 1 reverse stock split which became effective on October 5, 2016.

F7: Synergy Venture Partners, LLC ("SVP LLC") serves as the sole General Partner of Synergy Life Science Partners, LP ("Synergy"). As such, SVP LLC possesses sole voting and investment control over the securities owned by Synergy, and may be deemed to have indirect beneficial ownership of the securities held by Synergy. SVP LLC, however, owns no securities of the Issuer directly. Messrs. Stack, Jain and Starling are Managers of SVP LLC and share voting and dispositive power over the shares held by Synergy. Each Reporting Person disclaims beneficial ownership of the shares held by Synergy except to the extent of his or its proportionate pecuniary interest therein.