PROTHENA CORP PUBLIC LTD CO — Director's Dealing 2016

Apr 15, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prothena Corp plc (PRTA)
CIK: 0001559053
Period of Report: 2016-04-13

Reporting Person: Walker Karin L (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-13	Ordinary Shares, par value $0.01 per share	M	2000	$9.75	Acquired	2000	Direct
2016-04-13	Ordinary Shares, par value $0.01 per share	S	1600	$44.7769	Disposed	400	Direct
2016-04-13	Ordinary Shares, par value $0.01 per share	S	400	$45.59	Disposed	0	Direct
2016-04-13	Ordinary Shares, par value $0.01 per share	M	1000	$29.81	Acquired	1000	Direct
2016-04-13	Ordinary Shares, par value $0.01 per share	S	1000	$45.2825	Disposed	0	Direct
2016-04-13	Ordinary Shares, par value $0.01 per share	M	1000	$27.81	Acquired	1000	Direct
2016-04-13	Ordinary Shares, par value $0.01 per share	S	1000	$45.2875	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-13	Stock Option (right to buy)	$9.75	M	2000	Disposed	2023-06-02	Ordinary Shares (2000)	Direct
2016-04-13	Stock Option (right to buy)	$29.81	M	1000	Disposed	2024-02-04	Ordinary Shares (1000)	Direct
2016-04-13	Stock Option (right to buy)	$27.81	M	1000	Disposed	2025-03-11	Ordinary Shares (1000)	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 $44.43 to $45.41, 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 $45.00 to $45.59, 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 $45.00 to $45.59, 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 May 20, 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 or service relationship with the Issuer on each such vesting date.

F6: 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 February 4, 2015 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 or service relationship with the Issuer on each such vesting date.

F7: 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 March 11, 2016 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.