Elizabeth Barrett - 31 Jan 2023 Form 4 Insider Report for UroGen Pharma Ltd. (URGN)

Role: Chief Executive Officer
Signature: /s/ Jason D. Smith, Attorney-in-Fact
Issuer symbol: URGN
Transactions as of: 31 Jan 2023
Net transactions value: $0
Form type: 4
Filing time: 02 Feb 2023, 14:40:58 UTC
Previous filing: 17 Jun 2022
Next filing: 15 Jun 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	URGN	Ordinary Shares	Options Exercise		+5,000	+1.6%		313,358	31 Jan 2023	Direct	F1
transaction	URGN	Ordinary Shares	Options Exercise		+13,333	+4.3%		326,691	31 Jan 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	URGN	Restricted Stock Units	Options Exercise	$0	-5,000	-100%	$0.000000^*	0	31 Jan 2023	Ordinary Shares	5,000		Direct	F1, F2
transaction	URGN	Restricted Stock Units	Options Exercise	$0	-13,333	-50%	$0.000000	13,334	31 Jan 2023	Ordinary Shares	13,333		Direct	F1, F3
transaction	URGN	Restricted Stock Units	Award	$0	+75,000		$0.000000	75,000	31 Jan 2023	Ordinary Shares	75,000		Direct	F1, F4
transaction	URGN	Employee Stock Option (right to buy)	Award	$0	+125,000		$0.000000	125,000	31 Jan 2023	Ordinary Shares	125,000	$10.39	Direct	F5
transaction	URGN	Performance Stock Units	Award	$0	+100,000		$0.000000	100,000	31 Jan 2023	Ordinary Shares	100,000		Direct	F6, F7, F8

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one ordinary share of the Issuer.
F2	The reporting person was granted restricted stock units ("RSUs") on January 31, 2020 representing 15,000 ordinary shares. The RSUs vest in three equal annual installments from January 31, 2021.
F3	The reporting person was granted restricted stock units ("RSUs") on January 31, 2021 representing 40,000 ordinary shares. The RSUs vest in three equal annual installments from January 31, 2022.
F4	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.
F5	1/3 of the shares underlying the stock options will vest on each of January 31, 2024, January 31, 2025 and January 31, 2026.
F6	Each performance stock unit ("PSU") represents a contingent right to receive one ordinary share of the Issuer.
F7	All shares underlying the performance stock units will vest upon achievement of a corporate milestone event.
F8	The performance stock units were approved by the Board of Directors of the Issuer on January 31, 2023. If the performance stock units are not ratified by the Issuer's shareholders at the Issuer's 2023 annual general meeting, the performance stock units will terminate.