Phathom Pharmaceuticals, Inc. — Director's Dealing 2019

Nov 4, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Phathom Pharmaceuticals, Inc. (PHAT)
CIK: 0001783183
Period of Report: 2019-10-25

Reporting Person: RA CAPITAL MANAGEMENT, L.P. (10% Owner)
Reporting Person: RA Capital Healthcare Fund LP (10% Owner)
Reporting Person: Kolchinsky Peter (10% Owner)
Reporting Person: Shah Rajeev M. (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3646646	Indirect

Footnotes

F1: These securities include 3,115,458 shares held by RA Capital Healthcare Fund, L.P. (the "Fund") and 531,188 shares held in a separately managed account (the "Account").

F2: On October 25, 2019, RA Capital Management, LLC, a Massachusetts limited liability corporation (the "Predecessor Adviser") was the general partner of the Fund and the investment adviser for the Account, and Peter Kolchinsky was the sole manager of the Adviser. On November 1, 2019, the Predecessor Adviser was replaced as general partner of the Fund by RA Capital Healthcare Fund GP, LLC and was restructured to become RA Capital Management, L.P., a Delaware limited partnership (the "Adviser"). The general partner of the Adviser is RA Capital Management GP, LLC, of which Dr. Kolchinsky and Rajeev Shah are the controlling persons.

F3: The Adviser, RA Capital Management GP, LLC, Dr. Kolchinsky, and Mr. Shah as of November 1, 2019, may be deemed indirect beneficial owners of the reported securities for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"). They disclaim beneficial ownership of any of the reported securities for the purpose of determining whether they are subject to Section 16 of the Act, however, in reliance on Rule 16a-1(a)(1)(v) and (vii). To the extent that they might be deemed subject to Section 16, they disclaim beneficial ownership of securities held by the Fund for purposes of Rule 16a-1(a)(2), except to the extent of their pecuniary interest therein, and disclaim any pecuniary interest in securities held in the Account.

F4: The filing of this Form 3 shall not be construed as an admission that either the Adviser, RA Capital Management GP, LLC, Dr. Kolchinsky, or Mr. Shah is or was for the purposes of Section 16(a), or otherwise, the beneficial owner of any of the securities held in the Account.