Sec Form 4 Filing - HOMAN ARTHUR W @ Prothena Corp plc - 2016-01-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HOMAN ARTHUR W
2. Issuer Name and Ticker or Trading Symbol
Prothena Corp plc [ PRTA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
(Last) (First) (Middle)
C/O PROTHENA BIOSCIENCES INC, 650 GATEWAY BOULEVARD
3. Date of Earliest Transaction (MM/DD/YY)
01/04/2016
(Street)
SOUTH SAN FRANCISCO, CA94080
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, par value $0.01 per share 01/04/2016 M 3,125 A $ 22.14 3,125 D
Ordinary Shares, par value $0.01 per share 01/04/2016 S( 1 ) 1,387 D $ 64.5066 ( 2 ) 1,738 D
Ordinary Shares, par value $0.01 per share 01/04/2016 S( 1 ) 1,138 D $ 65.4581 ( 3 ) 600 D
Ordinary Shares, par value $0.01 per share 01/04/2016 S( 1 ) 600 D $ 66.546 ( 4 ) 0 D
Ordinary Shares, par value $0.01 per share 2,000 I By Trust ( 5 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 (right to buy) $ 22.14 01/04/2016 M 3,125 ( 6 ) 05/01/2024 Ordinary Shares 3,125 $ 0 90,625 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HOMAN ARTHUR W
C/O PROTHENA BIOSCIENCES INC
650 GATEWAY BOULEVARD
SOUTH SAN FRANCISCO, CA94080
Chief Legal Officer
Signatures
/s/ Arthur W. Homan 01/06/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The sale reported in the Form 4 was effected pursuant to a Rule 10b5 1 trading plan adopted by the Reporting Person.
( 2 )The transaction was executed in multiple trades in prices ranging from $64.03 to $65.00, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
( 3 )The transaction was executed in multiple trades in prices ranging from $65.08 to $66.06, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
( 4 )The transaction was executed in multiple trades in prices ranging from $66.19 to $67.13, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
( 5 )The shares are held by the Homan Family Trust, dated 9/21/2001, of which the Reporting Person is a trustee.
( 6 )The shares subject to the option will vest and become exercisable as to 25% of the total number of shares subject to the option on April 30, 2015 and with respect to 1/48th of the total number of shares subject to the option in successive, equal monthly installments on each monthly anniversary thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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