UroGen Pharma Ltd. — Director's Dealing 2023

Feb 2, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UroGen Pharma Ltd. (URGN)
CIK: 0001668243
Period of Report: 2023-01-31

Reporting Person: Smith Jason Drew (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-31	Ordinary Shares	M	833	—	Acquired	13009	Direct
2023-01-31	Ordinary Shares	S	409	$10.12	Disposed	12600	Direct
2023-01-31	Ordinary Shares	M	2500	—	Acquired	15100	Direct
2023-01-31	Ordinary Shares	S	1227	$10.12	Disposed	13873	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-01-31	Restricted Stock Units	$	M	833	Disposed		Ordinary Shares (833)	Direct
2023-01-31	Restricted Stock Units	$	M	2500	Disposed		Ordinary Shares (2500)	Direct
2023-01-31	Restricted Stock Units	$	A	20000	Acquired		Ordinary Shares (20000)	Direct
2023-01-31	Employee Stock Option (right to buy)	$10.39	A	40000	Acquired	2033-01-31	Ordinary Shares (40000)	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 RSUs on January 31, 2021 representing 2,500 ordinary shares. The RSUs will vest in three equal annual installments from January 31, 2022.

F4: The reporting person was granted RSUs on January 31, 2022 representing 7,500 ordinary shares. The RSUs will vest in three equal annual installments from January 31, 2023.

F5: 1/3 of the shares underlying the restricted stock units will vest on each of January 31, 2024, January 31, 2025 and January 31, 2026.

F6: 1/3 of the shares underlying the stock options will vest on each of January 31, 2024, January 31, 2025 and January 31, 2026.