PROTHENA CORP PUBLIC LTD CO — Director's Dealing 2015

Dec 11, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prothena Corp plc (PRTA)
CIK: 0001559053
Period of Report: 2015-12-09

Reporting Person: Kinney Gene G. (CSO & Head of R&D)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-09	Ordinary Shares, par value $0.01 per share	M	30000	$6.41	Acquired	32793	Direct
2015-12-09	Ordinary Shares, par value $0.01 per share	S	8201	$65.4616	Disposed	24592	Direct
2015-12-09	Ordinary Shares, par value $0.01 per share	S	20439	$66.3724	Disposed	4153	Direct
2015-12-09	Ordinary Shares, par value $0.01 per share	S	1360	$67.0517	Disposed	2793	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-09	Stock Option (right to buy)	$6.41	M	30000	Disposed	2023-01-29	Ordinary Shares (30000)	Direct

Footnotes

F1: The sale reported in the Form 4 was effected pursuant to a Rule 10b5 1 trading plan adopted by the Reporting Person.

F2: The transaction was executed in multiple trades in prices ranging from $64.83 to $65.82, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.

F3: The transaction was executed in multiple trades in prices ranging from $65.83 to $66.82, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.

F4: The transaction was executed in multiple trades in prices ranging from $66.83 to $67.54, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.

F5: The shares subject to the option will vest and become exercisable as to 25% of the total number of shares subject to the option on January 29, 2014 and with respect to 1/48th of the total number of shares subject to the option in successive, equal monthly installments on each monthly anniversary thereafter, subject to the Reporting Person's continued employment with the Issuer on each such vesting date.