Protara Therapeutics, Inc. — Director's Dealing 2014

Oct 21, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PROTEON THERAPEUTICS INC (PRTO)
CIK: 0001359931
Period of Report: 2014-10-21

Reporting Person: Kobyzev Dmitry (Director, 10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series D Convertible Preferred Stock	$		Common Stock (8493925)		Indirect
Option (Right to Purchase)	$		Series D Convertible Preferred Stock (6795140)		Indirect
Stock Option (Right to Buy)	$10.00	2024-10-21	Common Stock (6666)		Direct

Footnotes

F1: The Series D Convertible Preferred Stock is convertible into the Issuer's Common Stock on a one-for-one basis without payment of further consideration and has no expiration date. Each share will automatically convert into the Issuer's Common Stock concurrently with the completion of the Issuer's initial public offering of Common Stock. The shares do not reflect a 1-for-15.87 reverse stock split effected on October 6, 2014.

F2: The shares are held by Pharmstandard International S.A. ("Pharmstandard"). Pharmstandard is a wholly owned subsidiary of Public Joint Stock Company "Pharmstandard". As the parent entity, Public Joint Stock Company "Pharmstandard" has sole voting power and investment control over the shares. The reporting person is a representative of Pharmstandard and disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

F3: Pharmstandard has the right to purchase shares of Series D Convertible Preferred Stock under the Series D Purchase Agreement at a price of $0.588656, which right to purchase is not currently exercisable and shall terminate upon the completion of the Issuer's initial public offering of Common Stock.

F4: The shares underlying this option vest 100% on the date of the next annual meeting of stockholders.

F5: Reflects a 1-for-15.87 reverse stock split effected on October 6, 2014.