Sec Form 4 Filing - Khuong Chau Quang @ Nabriva Therapeutics Plc - 2017-06-23

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
Khuong Chau Quang
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 X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1000 CONTINENTAL DRIVE, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
06/23/2017
(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 06/23/2017 J( 1 ) V 1,677,940 A $ 0 1,677,940 I See footnotes ( 2 ) ( 3 )
Ordinary Shares 06/23/2017 J( 1 ) V 2,241,660 A $ 0 2,241,660 I See footnotes ( 3 ) ( 4 )
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 Amou nt or Number of Shares
Stock Option ( 5 ) 06/23/2017 J( 2 ) V 10,100 ( 6 ) 08/25/2026 Ordinary Shares 10,100 $ 0 10,100 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Khuong Chau Quang
1000 CONTINENTAL DRIVE
SUITE 600
KING OF PRUSSIA, PA19406
X X
Signatures
/s/ Gary L. Sender, by power of attorney 06/27/2017
Signature of Reporting Person Date
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 )These shares are held of record by OrbiMed Private Investments V, LP ("OPI V"). OrbiMed Advisors LLC ("Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the sole managing member of OrbiMed Capital GP V LLC ("GP V"), which is the sole general partner of OPI V, which is the majority member of OrbiMed Private Investments V Cooperatief U.A. ("OPI V Cooperatief"), which is the sole shareholder of OrbiMed Private Investments V-NB B.V. ("OPI V- NB"). OPI V and OPI V-NB hold ADSs and Common Shares, respectively, as described herein. Samuel D. Isaly ("Isaly"), a natural person, is the managing member of Advisors and owns a controlling interest in Advisors.
( 3 )The Reporting Person, an employee of Advisors, has been designated by Advisors to serve on the issuer's board of directors and disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") except to the extent of his pecuniary interest therein, if any. This report on Form 3 shall not be deemed any admission that any such entity or person, including the Reporting Person, is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act or for any other purpose.
( 4 )These shares are held of record by OPI V-NB.
( 5 )The exercise price is 6.634 Euro.
( 6 )This option was granted on August 26, 2016. Vesting began on August 31, 2016 and ends on August 31, 2017. One hundred percent (100%) of the option will vest on August 31, 2017.

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