Protara Therapeutics, Inc. — Director's Dealing 2020

Jan 13, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ArTara Therapeutics, Inc. (TARA)
CIK: 0001359931
Period of Report: 2020-01-09

Reporting Person: Zummo Jacqueline (Sr. Vice President, Research)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-09	Common Stock	A	28613	—	Acquired	28613	Direct
2020-01-10	Common Stock	A	45500	$0.00	Acquired	74113	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-09	Stock Option (Right to Buy)	$9.18	A	19075	Acquired	2028-07-11	Common Stock (19075)	Direct
2020-01-09	Stock Option (Right to Buy)	$9.18	A	9537	Acquired	2028-12-31	Common Stock (9537)	Direct
2020-01-09	Stock Option (Right to Buy)	$9.18	A	9537	Acquired	2019-09-16	Common Stock (9537)	Direct

Footnotes

F1: On September 23, 2019, the Issuer entered into an Agreement and Plan of Merger and Reorganization (the "Merger Agreement") as amended on November 19, 2019, with the Issuer, REM 1 Acquisition, Inc. ("Merger Sub") and ArTara Subsidiary, Inc. ("ArTara Sub"). On January 9, 2020 (the "Effective Time"), Merger Sub was merged with and into ArTara Sub, with ArTara Sub surviving as a wholly owned subsidiary of the Issuer.

F2: These shares were received in exchange for 150,000 shares of ArTara Sub Common Stock in connection with the Merger.

F3: The shares being reported are being issued pursuant to restricted stock unit awards ("RSUs"), each one of which represents a contingent right to receive one share of Issuer's common stock. 25% of the shares vest on each one-year anniversary of January 10, 2020.

F4: 1/48th of the shares subject to the option shall vest monthly following August 1, 2018, for so long as the Reporting Person provides continuous service to the Issuer.

F5: Received in the Merger in exchange for an employee stock option to acquire 100,000 shares of ArTara Sub Common Stock for $1.75 per share.

F6: The shares subject to the option shall vest in forty eight (48) approximately equal increments of one thousand forty one (1,041) shares beginning on the first day of the first calendar month following January 1, 2019, and then on the first day of each of the next forty seven (47) months thereafter (each a "Vesting Date"), if Reporting Person has remained continuously engaged by the Issuer or any Affiliate through such Vesting Date; provided that, on the last such Vesting Date (being December 1, 2022), all of the Option Shares which had not vested by then (being not less than 1,073 Option Shares) will vest and become exercisable.

F7: Received in the Merger in exchange for an employee stock option to acquire 50,000 shares of ArTara Sub Common Stock for $1.75 per share.

F8: 22,000 (44%) of the shares subject to the option shall vest immediately. The remaining 28,000 shares shall vest in twenty seven (27) approximately equal increments beginning on the first day of the first calendar month following the Date of Grant, September 17, 2019, and then on the first day of each of the next twenty six (26) months thereafter a ("Vesting Date"), if Reporting Person has remained continuously engaged by the Issuer or any Affiliate through such Vesting Date; provided that, on the last such Vesting Date (being December 1, 2021, all of the Option Shares which had not vested by then will vest and become exercisable).