Sec Form 4 Filing - Schroeder Theodore R @ Nabriva Therapeutics plc - 2019-07-25

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
Schroeder Theodore R
2. Issuer Name and Ticker or Trading Symbol
Nabriva Therapeutics plc [ NBRV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
1000 CONTINENTAL DRIVE, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
07/25/2019
(Street)
KING OF PRUSSIA, PA19406
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 07/25/2019 A 6,748 A 67,489 I Schroeder Living Trust
Ordinary Shares 5,786 ( 2 ) 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 (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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schroeder Theodore R
1000 CONTINENTAL DRIVE
SUITE 600
KING OF PRUSSIA, PA19406
X Chief Executive Officer
Signatures
/s/ Robert Crotty, by power of attorney 07/25/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the acquisition (the "Acquisition") of Zavante Therapeutics, Inc. ("Zavante") by Nabriva Therapeutics plc (the "Issuer") pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated July 23, 2018, in exchange for the reporting person's security holdings in Zavante, such reporting person became entitled to receive 60,741 ordinary shares of the Issuer and up to an additional 6,748 ordinary shares (the "Holdback Shares"), which were held back by the Issuer as security for the satisfaction of indemnification and other obligations of the former Zavante security holders under the Merger Agreement. Pursuant to the terms of the Merger Agreement, upon the occurrence of the first business day following the first anniversary of the closing date of the Acquisition, the Holdback Shares were issued to the reporting person.
( 2 )Represents ordinary shares acquired by the reporting person under the Issuer's 2018 Employee Share Purchase Plan on April 30, 2019.

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