Phathom Pharmaceuticals, Inc. — Director's Dealing 2021

Mar 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Phathom Pharmaceuticals, Inc. (PHAT)
CIK: 0001783183
Period of Report: 2021-03-11

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)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-11	Common Stock	S	710000	$43.75	Disposed	3115008	Indirect

Footnotes

F1: Following the reported transactions, the RA Capital Healthcare Fund, L.P. (the "Fund") held 2,639,709 shares and a separately managed account (the "Account") held 475,299 shares.

F2: RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and the Account. The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, Dr. Kolchinsky, and Mr. Shah 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").

F3: 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 for purposes of Rule 16a-1(a)(2).

F4: The filing of this Form 4 shall not be construed as an admission that either the Adviser, the Adviser GP, 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.