SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Gelone Steven P.

(Last) (First) (Middle)
1000 CONTINENTAL DRIVE
SUITE 600

(Street)
KING OF PRUSSIA PA 19406

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Nabriva Therapeutics Plc [ NBRV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Development Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/23/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares 06/23/2017 J(1) V 12,740 A $0 12,740 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (2) 06/23/2017 J(1) V 42,210 (3) 07/05/2025 Ordinary Shares 42,210 $0 42,210 D
Stock Option (4) 06/23/2017 J(1) V 46,580 (5) 07/05/2025 Ordinary Shares 46,580 $0 46,580 D
Stock Option (6) 06/23/2017 J(1) V 55,900 (7) 02/04/2026 Ordinary Shares 55,900 $0 55,900 D
Stock Option (8) 06/23/2017 J(1) V 113,000 (9) 02/06/2027 Ordinary Shares 113,000 $0 113,000 D
Explanation of Responses:
1. Reflects the beneficial ownership of the reporting person following the succession pursuant to Rule 12g-3(a) of the Securities Exchange Act of 1934, as amended, of Nabriva Therapeutics plc to Nabriva Therapeutics AG. The succession occurred following the conclusion, on June 23, 2017, of a tender offer related to the exchange of American depositary shares and common shares of Nabriva Therapeutics AG for ordinary shares of Nabriva Therapeutics plc.
2. The exercise price is 6.618 Euro.
3. This option was granted on July 6, 2015. Vesting began on December 31, 2014 and ends on December 31, 2018. Twenty-five percent (25%) of the option vested on December 31, 2015, and the remaining seventy-five percent (75%) vests on a monthly pro-rata basis over the remaining vesting period.
4. The exercise price is 6.618 Euro.
5. This option was granted on July 6, 2015. Vesting began on July 31, 2015 and ends on July 31, 2019. Twenty-five percent (25%) of the option vested on July 31, 2016, and the remaining seventy-five percent (75%) vests on a monthly pro-rata basis over the remaining vesting period.
6. The exercise price is 7.445 Euro.
7. This option was granted on February 5, 2016. Vesting began on February 29, 2016 and ends on February 29, 2020. Twenty-five percent (25%) of the option will vest on February 28, 2017, and the remaining seventy-five percent (75%) vests on a monthly pro-rata basis over the remaining vesting period.
8. The exercise price is 7.963 Euro.
9. This option was granted on February 7, 2017. Vesting began on February 28, 2017 and will end on February 28, 2021. Twenty-five percent (25%) of the option will vest on February 28, 2018, and the remaining seventy-five percent (75%) will vest on a monthly pro-rata basis over the remaining vesting period.
/s/ Gary L. Sender, by power of attorney 06/27/2017
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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