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iRhythm Technologies, Inc. Director's Dealing 2017

May 10, 2017

30977_dirs_2017-05-10_54998df0-ebde-4cfe-8f3b-c049e69d9a8b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: iRhythm Technologies, Inc. (IRTC)
CIK: 0001388658
Period of Report: 2017-05-08

Reporting Person: Norwest Venture Partners XI, LP (10% Owner)
Reporting Person: Crowe Jeffrey (10% Owner)
Reporting Person: Howard Matthew D. (10% Owner)
Reporting Person: Norwest Venture Partners XII, LP (10% Owner)
Reporting Person: HAQUE PROMOD (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-05-08 Common Stock J 900000 Disposed 284747 Direct
2017-05-08 Common Stock J 900000 Disposed 284747 Indirect

Footnotes

F1: The securities shown on Line 1 of Table I represent securities held of record by Norwest Venture Partners XI, LP ("NVP XI"). By virtue of their positions as co-Chief Executive Officers of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP XI, Promod Haque, Jeffrey Crowe and Matthew D. Howard may be deemed to share voting and dispositive power with respect to such securities. Messrs. Haque, Crowe and Howard disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.

F2: Shares were disposed via a pro rata in-kind distribution of Issuer's common stock from NVP XI to its limited and general partners.

F3: Shares were disposed via a pro rata in-kind distribution of Issuer's common stock from Norwest Venture Partners XII, LP ("NVP XII") to its limited and general partners.

F4: The securities shown on Line 2 of Table I represent securities held of record by NVP XII. By virtue of their positions as co-Chief Executive Officers of NVP Associates, the managing member of the general partner of NVP XII, Promod Haque, Jeffrey Crowe and Matthew D. Howard may be deemed to share voting and dispositive power with respect to such securities. Messers. Haque, Crowe and Howard disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.