X0306 4 2019-09-04 0 0001337553 AERIE PHARMACEUTICALS INC AERI 0001594912 Foresite Capital Management II, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001594914 Foresite Capital Fund II, L.P. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001645157 Foresite Capital Management III, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001645158 Foresite Capital Fund III, L.P. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001704132 Foresite Capital Management IV, LLC 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001704131 Foresite Capital Fund IV, L.P. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 0001581754 Tananbaum James B. 600 MONTGOMERY STREET SUITE 4500 SAN FRANCISCO CA 94111 0 0 1 0 Common Stock 2019-09-04 4 P 0 9300 18.48 A 2334777 I See Footnote Common Stock 2019-09-04 4 P 0 90900 18.48 A 1400900 I See Footnote Common Stock 2019-09-05 4 P 0 15700 18.42 A 2350477 I See Footnote This transaction was executed in multiple trades at prices ranging from $18.12 to $18.75. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. The shares are owned directly by Foresite Capital Fund III, L.P. ("FCF III"). Foresite Capital Management III, LLC ("FCM III"), the general partner of FCF III, may be deemed to have sole voting and dispositive power over these shares. Mr. Tananbaum, in his capacity as managing member of FCM III, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM III and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM III and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose. The shares are owned directly by Foresite Capital Fund IV, L.P. ("FCF IV"). Foresite Capital Management IV, LLC ("FCM IV"), the general partner of FCF IV, may be deemed to have sole voting and dispositive power over these shares. Mr. Tananbaum, in his capacity as managing member of FCM IV, may be deemed to have sole voting and dispositive power over these shares. Each Reporting Person disclaims the existence of a "group." Each of FCM IV and its members and Mr. Tananbaum disclaims beneficial ownership of any of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that FCM IV and its members or Mr. Tananbaum is the beneficial owner of these shares for purposes of Section 16 or any other purpose. This transaction was executed in multiple trades at prices ranging from $18.25 to $18.50. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. FORESITE CAPITAL MANAGEMENT II, LLC, By: /s/ James B. Tananbaum, Managing Member 2019-09-06 FORESITE CAPITAL FUND II, L.P., By: Foresite Capital Management II, LLC, Its: General Partner, By: /s/ James B. Tananbaum, Managing Member 2019-09-06 FORESITE CAPITAL MANAGEMENT III, LLC, By: /s/ James B. Tananbaum, Managing Member 2019-09-06 FORESITE CAPITAL FUND III, L.P., By: Foresite Capital Management III, LLC, Its: General Partner, By: /s/ James B. Tananbaum, Managing Member 2019-09-06 FORESITE CAPITAL MANAGEMENT IV, LLC, By: /s/ James B. Tananbaum, Managing Member 2019-09-06 FORESITE CAPITAL FUND IV, L.P., By: Foresite Capital Management IV, LLC, Its: General Partner, By: /s/ James B. Tananbaum, Managing Member 2019-09-06 /s/ James B. Tananbaum 2019-09-06