Iterum Therapeutics plc — Director's Dealing 2018

May 31, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Iterum Therapeutics plc (ITRM)
CIK: 0001659323
Period of Report: 2018-05-30

Reporting Person: HUNT RONALD (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-30	Ordinary Shares	C	466793	—	Acquired	466793	Indirect
2018-05-30	Ordinary Shares	C	178230	—	Acquired	645023	Indirect
2018-05-30	Ordinary Shares	C	148603	—	Acquired	793626	Indirect
2018-05-30	Ordinary Shares	P	278062	$13.00	Acquired	1071688	Indirect
2018-05-30	Ordinary Shares	P	384615	$13.00	Acquired	384615	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-30	Series A Preferred Shares	$	C	466793	Disposed		Ordinary Shares (466793)	Indirect
2018-05-30	Series B-1 Preferred Shares	$	C	178230	Disposed		Ordinary Shares (178230)	Indirect
2018-05-30	Series B-2 Preferred Shares	$	C	148603	Disposed		Ordinary Shares (148603)	Indirect

Footnotes

F1: The Series A Preferred Shares automatically converted into Ordinary Shares of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer for no additional consideration.

F2: These shares are held directly by New Leaf Ventures III, L.P. ("NLV-III"). New Leaf Venture Associates III, L.P. ("NLVA-III LP") is the general partner of NLV-III and New Leaf Venture Management III, L.L.C. ("NLVM-III LLC") is the general partner of NLVA-III LP, and each of NLVA-III LP and NLVM-III LLC may be deemed to have sole voting, investment and dispositive power with respect to the shares held by NLV-III. The Reporting Person, a member of the Issuer's Board of Directors, is a managing director of NLVM-III LLC and, in his capacity as a managing director, may be deemed to have shared voting, investment and dispositive power with respect to the shares held by NLV-III. The Reporting Person disclaims Section 16 beneficial ownership of the securities held by NLV-III, except to the extent of his pecuniary interest therein, if any.

F3: The Series B-1 Preferred Shares automatically converted into Ordinary Shares of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer for no additional consideration.

F4: The Series B-2 Preferred Shares automatically converted into Ordinary Shares of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer for no additional consideration.

F5: These shares are held directly by New Leaf Biopharma Opportunities II, L.P. ("NBPO-II"). New Leaf BPO Associates II, L.P. ("NBPO-IIA") is the general partner of NBPO-II and New Leaf BPO Management II, L.L.C. ("NBPO-IIM") is the general partner of NBPO-IIA, and each of NBPO-IIA and NBPO-IIM may be deemed to have sole voting, investment and dispositive power with respect to the shares held by NBPO-II. The Reporting Person, a member of the Issuer's Board of Directors, is a managing director of NBPO-IIM and, in his capacity as a managing director, may be deemed to have shared voting, investment and dispositive power with respect to the shares held by NBPO-II. The Reporting Person disclaims Section 16 beneficial ownership of the securities held by NBPO-II, except to the extent of his pecuniary interest therein, if any.

F6: Not applicable.