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*
SYNERGY LIFE SCIENCE PARTNERS L P

(Last) (First) (Middle)
1350 BAYSHORE HIGHWAY, SUITE 920

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
iRhythm Technologies, Inc. [ IRTC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/07/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
Common Stock 06/07/2017 S 271,812 D $37.3418(1) 2,112,712 I By Synergy Life Science Partners, LP(2)
Common Stock 06/08/2017 S 78,188 D $37.7579(3) 2,034,524 I By Synergy Life Science Partners, LP(2)
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
1. Name and Address of Reporting Person*
SYNERGY LIFE SCIENCE PARTNERS L P

(Last) (First) (Middle)
1350 BAYSHORE HIGHWAY, SUITE 920

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Synergy Venture Partners, LLC

(Last) (First) (Middle)
1350 BAYSHORE HIGHWAY, SUITE 920

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Jain Mudit K.

(Last) (First) (Middle)
1350 BAYSHORE HIGHWAY, SUITE 920

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Starling William N JR

(Last) (First) (Middle)
1350 BAYSHORE HIGHWAY, SUITE 920

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Stack Richard S.

(Last) (First) (Middle)
1350 BAYSHORE HIGHWAY, SUITE 920

(Street)
BURLINGAME CA 94010

(City) (State) (Zip)
Explanation of Responses:
1. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $37.00 to $37.58 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
2. Synergy Venture Partners, LLC ("SVP LLC") serves as the sole General Partner of Synergy Life Science Partners, LP ("Synergy"). As such, SVP LLC possesses sole voting and investment control over the securities owned by Synergy, and may be deemed to have indirect beneficial ownership of the securities held by Synergy. SVP LLC, however, owns no securities of the Issuer directly. Messrs. Stack, Jain and Starling are Managers of SVP LLC and share voting and dispositive power over the shares held by Synergy. Each Reporting Person disclaims beneficial ownership of the shares held by Synergy except to the extent of his or its proportionate pecuniary interest therein.
3. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $37.65 to $38.54 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
Remarks:
/s/ Mudit Jain, Manager Synergy Venture Partners, LLC which serves as the sole General Partner of Synergy Life Science Partners, LP 06/09/2017
/s/ Mudit Jain, Manager of Synergy Venture Partners, LLC 06/09/2017
/s/ Mudit Jain 06/09/2017
/s/ William N. Starling, Jr. 06/09/2017
/s/ Richard S. Stack 06/09/2017
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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