Ekman Lars Form 4 PROTHENA CORP PUBLIC / Lars Ekman ownership change

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^*

Ekman Lars

(Last) (First) (Middle)

C/O PROTHENA BIOSCIENCES INC

331 OYSTER POINT BOULEVARD

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROTHENA CORP PUBLIC LTD CO [ PRTA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2021

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

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
Employee Stock Option (Right to Buy)	$34.04	02/12/2021		D			15,000	05/18/2016	05/22/2025	Ordinary Shares	15,000	(1)	0	D
Employee Stock Option (Right to Buy)	$22.85	02/12/2021		A		9,803		(2)	05/22/2025	Ordinary Shares	9,803	(1)	9,803	D
Employee Stock Option (Right to Buy)	$42.5	02/12/2021		D			15,000	05/16/2017	05/20/2026	Ordinary Shares	15,000	(3)	0	D
Employee Stock Option (Right to Buy)	$22.85	02/12/2021		A		8,426		(2)	05/20/2026	Ordinary Shares	8,426	(3)	8,426	D
Employee Stock Option (Right to Buy)	$56.23	02/12/2021		D			12,000	05/14/2018	05/18/2027	Ordinary Shares	12,000	(4)	0	D
Employee Stock Option (Right to Buy)	$22.85	02/12/2021		A		6,315		(2)	05/18/2027	Ordinary Shares	6,315	(4)	6,315	D

Explanation of Responses:

1. On February 12, 2021, the issuer canceled, pursuant to the issuer's option exchange program, an option for 15,000 of the issuer's ordinary shares granted to the reporting person on May 22, 2015. In exchange, the reporting person received a replacement option, for 9,803 ordinary shares, having an exercise price of $22.85 per ordinary share.

2. The shares subject to the option will vest and become exercisable on the one year anniversary of the date of grant, subject to the reporting person's continued service with the issuer through such one year anniversary.

3. On February 12, 2021, the issuer canceled, pursuant to the issuer's option exchange program, an option for 15,000 of the issuer's ordinary shares granted to the reporting person on May 20, 2016. In exchange, the reporting person received a replacement option, for 8,426 ordinary shares, having an exercise price of $22.85 per ordinary share.

4. On February 12, 2021, the issuer canceled, pursuant to the issuer's option exchange program, an option for 12,000 of the issuer's ordinary shares granted to the reporting person on May 18, 2017. In exchange, the reporting person received a replacement option, for 6,315 ordinary shares, having an exercise price of $22.85 per ordinary share.

	/s/ Michael J. Malecek, as Attorney in Fact for Lars G. Ekman	02/17/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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