X0306 4 2019-12-20 0 0001337553 AERIE PHARMACEUTICALS INC AERI 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 1672714 I See Footnote Common Stock 2350477 I See Footnote Common Stock 2019-12-20 4 X 0 28900 30.00 A 1501400 I See Footnote Put Option (obligation to purchase) 30.00 2019-12-20 4 X 0 289 0.00 D 2019-12-20 Common Stock 28900 0 I See Footnote The shares are owned directly by Foresite Capital Fund II, L.P. ("FCF II"). Foresite Capital Management II, LLC ("FCM II"), the general partner of FCF II, may be deemed to have sole voting and dispositive power over these shares. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM II, 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 II 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 II 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 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. James B. Tananbaum ("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. The option may be exercised at any time on or prior to the expiration date. Before the reporting persons became subject to Section 16, FCF IV wrote a put option for 100,500 shares of the Issuer's common stock. The put option has now been exercised in its entirety. The options 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 options. James B. Tananbaum ("Mr. Tananbaum"), in his capacity as managing member of FCM IV, may be deemed to have sole voting and dispositive power over these options. 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 options 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 options for purposes of Section 16 or any other purpose. FORESITE CAPITAL MANAGEMENT IV, LLC, By: /s/ James B. Tananbaum, Managing Member 2019-12-23 FORESITE CAPITAL FUND IV, L.P., By: Foresite Capital Management IV, LLC, Its: General Partner, By: /s/ James B. Tananbaum, Managing Member 2019-12-23 /s/ James B. Tananbaum 2019-12-23