Tran B. Nguyen - 17 May 2023 Form 4 Insider Report for PROTHENA CORP PUBLIC LTD CO (PRTA)

Role
Chief Strategy Officer and CFO
Signature
/s/ Michael Malecek, as Attorney in Fact for Tran B. Nguyen
Issuer symbol
PRTA
Transactions as of
17 May 2023
Net transactions value
-$4,544,971
Form type
4
Filing time
17 May 2023, 21:53:35 UTC
Previous filing
17 Mar 2023
Next filing
11 Aug 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PRTA Ordinary Shares, par value $0.01 per share Options Exercise $1,341,450 +45,000 +1406% $29.81 48,200 17 May 2023 Direct
transaction PRTA Ordinary Shares, par value $0.01 per share Options Exercise $1,142,500 +50,000 +104% $22.85 98,200 17 May 2023 Direct
transaction PRTA Ordinary Shares, par value $0.01 per share Sale $1,017,325 -14,001 -14% $72.66 84,199 17 May 2023 Direct F1, F2
transaction PRTA Ordinary Shares, par value $0.01 per share Sale $2,547,311 -34,640 -41% $73.54 49,559 17 May 2023 Direct F1, F3
transaction PRTA Ordinary Shares, par value $0.01 per share Sale $2,761,475 -37,044 -75% $74.55 12,515 17 May 2023 Direct F1, F4
transaction PRTA Ordinary Shares, par value $0.01 per share Sale $695,206 -9,215 -74% $75.44 3,300 17 May 2023 Direct F1, F5
transaction PRTA Ordinary Shares, par value $0.01 per share Sale $7,604 -100 -3% $76.04 3,200 17 May 2023 Direct F1

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 PRTA Stock Option (Right to Buy) Options Exercise $0 -45,000 -100% $0.000000* 0 17 May 2023 Ordinary Shares 45,000 $29.81 Direct F6, F7
transaction PRTA Stock Option (Right to Buy) Options Exercise $0 -50,000 -100% $0.000000* 0 17 May 2023 Ordinary Shares 50,000 $22.85 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The transactions reported in the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on January 10, 2023 in connection with a court stipulation and order regarding the separation of assets ("Court Order") in accordance with a divorce settlement agreement.
F2 The transaction was executed in multiple trades in prices ranging from $72.03 to $73.02, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the ranges set forth in footnotes 2 through 5 of this Form 4.
F3 The transaction was executed in multiple trades in prices ranging from $73.03 to $74.025, inclusive.
F4 The transaction was executed in multiple trades in prices ranging from $74.03 to $75.02, inclusive.
F5 The transaction was executed in multiple trades in prices ranging from $75.04 to $76.025, inclusive.
F6 All shares subject to the option have fully vested.
F7 The Reporting Person holds options that give him the right to acquire an aggregate of 806,837 shares at exercise prices ranging from $12.15 to $52.97, of which 638,253 are currently exercisable, and 168,584 are currently unexercisable but vest over time, subject to the Reporting Person's continued employment with the Issuer on each applicable vesting date of each option award. Certain of these options are subject to the Court Order.