Iterum Therapeutics plc — Director's Dealing 2018

May 25, 2018

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Iterum Therapeutics plc (ITRM)
CIK: 0001659323
Period of Report: 2018-05-24

Reporting Person: Heron Patrick J (Director, 10% Owner)
Reporting Person: FHM VII, L.L.C. (10% Owner)
Reporting Person: FHM VII, L.P. (10% Owner)
Reporting Person: Frazier Healthcare VII, L.P. (10% Owner)
Reporting Person: Frazier Healthcare VII-A, L.P. (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Shares	$		Ordinary Shares (495370)		Indirect
Series A Preferred Shares	$		Ordinary Shares (141166)		Indirect
Series B-1 Preferred Shares	$		Ordinary Shares (189141)		Indirect
Series B-1 Preferred Shares	$		Ordinary Shares (53899)		Indirect
Series B-2 Preferred Shares	$		Ordinary Shares (157701)		Indirect
Series B-2 Preferred Shares	$		Ordinary Shares (44940)		Indirect

Footnotes

F1: The Series A Preferred Shares are convertible into Ordinary Shares of the Issuer at the option of the holder. The Series A Preferred Shares will automatically convert into Ordinary Shares of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer.

F2: Not applicable.

F3: These shares are held directly by Frazier Healthcare VII, L.P. ("FH VII"). The general partner of FH VII is FHM VII, L.P. and the general partner of FHM VII, L.P. is FHM VII, L.L.C., and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by FH VII. The Reporting Person is one of six members of FHM VII, L.L.C. The Reporting Person, FHM VII, L.P. and FHM VII, L.L.C. each disclaim Section 16 beneficial ownership of the securities held by FH VII, except to the extent of his or its pecuniary interest therein, if any.

F4: These shares are held directly by Frazier Healthcare VII-A, L.P. ("FH VIIA"). The general partner of FH VIIA is FHM VII, L.P. and the general partner of FHM VII, L.P. is FHM VII, L.L.C., and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by FH VIIA. The Reporting Person is one of six members of FHM VII, L.L.C. The Reporting Person, FHM VII, L.P. and FHM VII, L.L.C. each disclaim Section 16 beneficial ownership of the securities held by FH VIIA, except to the extent of his or its pecuniary interest therein, if any.

F5: The Series B-1 Preferred Shares are convertible into Ordinary Shares of the Issuer at the option of the holder. The Series B-1 Preferred Shares will automatically convert into Ordinary Shares of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer.

F6: The Series B-2 Preferred Shares are convertible into Ordinary Shares of the Issuer at the option of the holder. The Series B-2 Preferred Shares will automatically convert into Ordinary Shares of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer.