James Topper - May 23, 2024 Form 4 Insider Report for Phathom Pharmaceuticals, Inc. (PHAT)

Role: Director, 10%+ Owner
Signature: /s/ Molly Henderson, Attorney-in-Fact for James Topper
Stock symbol: PHAT
Transactions as of: May 23, 2024
Transactions value $: $0
Form type: 4
Date filed: 5/24/2024, 07:47 PM
Previous filing: May 20, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PHAT	Common Stock	Award	$0	+10.5K	+48.62%	$0.00	32.1K	May 23, 2024	Direct	F1
holding	PHAT	Common Stock						5.83M	May 23, 2024	By Frazier Life Sciences IX, L.P.	F2
holding	PHAT	Common Stock						1	May 23, 2024	See footnote	F3
holding	PHAT	Common Stock						3.91K	May 23, 2024	See footnote	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PHAT	Stock Option (Right to Buy)	Award	$0	-17.5K	-50%	$0.00	17.5K	May 23, 2024	Common Stock	17.5K	$10.30	Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Restricted Stock Units ("RSUs") were granted on May 23, 2024, pursuant to the Issuer's Non-Employee Director Compensation Program. 100% of the total number of RSUs granted shall vest on the first to occur of (A) the first anniversary of the date of grant or (B) the next occurring annual meeting of the Issuer's stockholders, subject to the Reporting Person's continuing service on the Board through such vesting date. Each RSU represents a contingent right to receive one share of common stock of the Issuer.
F2	The shares reported herein are held of record by Frazier Life Sciences IX, L.P. ("FLS IX"). The general partner of FLS IX is FHMLS IX, L.P., and the general partner of FHMLS IX, L.P. is FHMLS IX, L.L.C. James Topper and Patrick Heron are the sole managing members of FHMLS IX, L.L.C. and share voting and investment power of the securities held by FLS IX. Dr. Topper and Mr. Heron disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
F3	Represents shares held of record by FHMLS IX, L.L.C. James Topper and Patrick Heron are the sole managing members of FHMLS IX, L.L.C. and share voting and investment power of the securities held by FLS IX. Dr. Topper and Mr. Heron disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
F4	Represents shares held of record by Topper Group III LLC. Dr. Topper is a manager of Topper Group III LLC and has voting and investment power of the securities held by Topper Group III LLC.
F5	The option was granted pursuant to the Issuer's Non-Employee Director Compensation Program. The option shall vest and/or become exercisable on the first to occur of (A) the first anniversary of the date of grant or (B) the next occurring annual meeting of the Issuer's stockholders, subject to Reporting Person's continuing in service on the Board through such vesting date.