UroGen Pharma Ltd. — Director's Dealing 2022

Feb 2, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UroGen Pharma Ltd. (URGN)
CIK: 0001668243
Period of Report: 2022-01-31

Reporting Person: Schoenberg Mark (Chief Medical Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-01-31	Ordinary Shares	M	500	—	Acquired	22595	Direct
2022-01-31	Ordinary Shares	S	275	$7.58	Disposed	22320	Direct
2022-01-31	Ordinary Shares	M	2000	—	Acquired	24320	Direct
2022-01-31	Ordinary Shares	S	1099	$7.58	Disposed	23221	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-01-31	Restricted Stock Units	$	M	500	Disposed		Ordinary Shares (500)	Direct
2022-01-31	Stock Option (right to buy)	$7.72	A	12064	Acquired	2032-01-31	Ordinary Shares (12064)	Direct
2022-01-31	Restricted Stock Units	$	A	4000	Acquired		Ordinary Shares (0)	Direct
2022-01-31	Restricted Stock	$	M	2000	Disposed		Ordinary Shares (2000)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a contingent right to receive one ordinary share of the Issuer

F2: Represents shares sold to satisfy withholding tax obligations upon the settlement of restricted stock units.

F3: The reporting person was granted restricted stock units ("RSUs") on January 31, 2020 representing 6,000 ordinary shares. 33.33% of the RSUs vested on January 31, 2021 and 8.33% of the remaining RSUs vest in equal quarterly installments thereafter.

F4: 1/3 of the shares underlying the stock options will vest on each of January 31, 2023, January 31, 2024 and January 31, 2025

F5: 1/3 of the shares underlying the restricted stock units will vest on each of January 31, 2023, January 31, 2024 and January 31, 2025

F6: The reporting person was granted RSUs on January 31, 2021 representing 6,000 ordinary shares. The RSUs will vest in three equal annual installments from January 31, 2022.