ROCKET PHARMACEUTICALS, INC. — Director's Dealing 2015

Feb 26, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INOTEK PHARMACEUTICALS CORP (ITEK)
CIK: 0001281895
Period of Report: 2015-02-23

Reporting Person: MedImmune Ventures, Inc. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-23	Common Stock	C	1255123	—	Acquired	1444035	Indirect
2015-02-23	Common Stock	C	57204	—	Acquired	1501239	Indirect
2015-02-23	Common Stock	P	416667	$6.00	Acquired	1917906	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-23	Series AA Convertible Preferred Stock	$	C	4013692	Disposed		Common Stock (1255123)	Indirect
2015-02-23	Convertible Promissory Notes	$	C	338551.12	Disposed		Common Stock (57204)	Indirect

Footnotes

F1: Consists of the following shares of Common Stock issued upon conversion of shares of Series AA Convertible Preferred Stock ("Series AA") and accrued and unpaid dividends thereon, on a 4.05783-for-1 basis, upon the closing of the Issuer's initial public offering: 1,255,123 shares held directly by MedImmune Ventures, Inc. The shares of Series AA had no expiration date.

F2: The outstanding principal amount and all accrued and unpaid interest under the Convertible Promissory Notes will be automatically converted upon the closing of the Issuer's initial public offering into shares of Common Stock at the initial public offering price of $6.00 per share. The Convertible Promissory Notes have no expiration date. The number of shares of Common Stock as shown in column 3 is based on a conversion of $338,551.12 of principal amount of Convertible Promissory Notes, plus accrued and unpaid interest through the assumed closing date of February 23, 2015.

F3: The outstanding principal amount and all accrued and unpaid interest under the Convertible Promissory Notes were automatically converted upon the closing of the Issuer's initial public offering into shares of Common Stock at the initial public offering price of $6.00 per share. The Convertible Promissory Notes had no expiration date. The number of shares of Common Stock as shown in column 4 of Table I consists of 57,204 shares held directly by MedImmune Ventures, Inc.

F4: Consists of the following shares purchased at the Issuer's initial public offering: 416,667 shares held directly by MedImmune Ventures, Inc.