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TransMedics Group, Inc. Director's Dealing 2019

May 7, 2019

31201_dirs_2019-05-06_bdd0fe17-d349-40d2-a336-82662832bcac.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TransMedics Group, Inc. (TMDX)
CIK: 0001756262
Period of Report: 2019-05-06

Reporting Person: TOBIN JAMES R (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-05-06 Common Stock J 500000 Disposed 0 Indirect
2019-05-06 Common Stock J 142857 Acquired 142857 Indirect
2019-05-06 Common Stock C 291948 Acquired 434805 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-05-06 Series C Convertible Preferred Stock $ C 400000 Disposed Common Stock (114286) Indirect
2019-05-06 Series D Convertible Preferred Stock $ C 400000 Disposed Common Stock (114285) Indirect
2019-05-06 Series F Convertible Preferred Stock $ C 221820 Disposed Common Stock (63377) Indirect

Footnotes

F1: The Common Stock reported herein as being disposed of is common stock of TransMedics, Inc. Immediately prior to the closing of the Issuer's initial public offering, pursuant to
the terms of the Agreement and Plan of Merger and Reorganization by and among the Issuer, TransMedics, Inc. and TMDX, Inc., dated April 15, 2019 (the "Merger Agreement") such
common stock of TransMedics, Inc. was converted into shares of common stock of the Issuer on a 3.5-for-one basis.

F2: The Preferred Stock reported herein is preferred stock of TransMedics, Inc. Immediately prior to the closing of the Issuer's initial public offering, pursuant to the terms of the
Merger Agreement, such preferred stock of TransMedics, Inc. was converted into shares of common stock of the Issuer based on (i) the one-for-one ratio on which such shares of
preferred stock of TransMedics Inc. were convertible into shares of common stock of TransMedics Inc. according to their terms and (ii) the 3.5-for-one ratio on which shares of
common stock of TransMedics, Inc. were converted into shares of common stock of the Issuer. The Preferred Stock has no expiration date.