X0306 4 2018-11-02 0 0001603756 Axonics Modulation Technologies, Inc. AXNX 0001756337 Amble Erik 26 TECHNOLOGY DRIVE IRVINE CA 92618 1 0 0 1 Former 10% Owner Common Stock 2018-11-02 4 C 0 451738 A 451738 I By NeoMed Innovation V, L.P. Common Stock 2018-11-02 4 C 0 455610 A 907348 I By NeoMed Innovation V, L.P. Common Stock 2018-11-02 4 C 0 243750 A 1151098 I By NeoMed Innovation V, L.P. Common Stock 2018-11-02 4 C 0 369786 A 1520884 I By NeoMed Innovation V, L.P. Series A Preferred Stock 2018-11-02 4 C 0 195000 0.00 D Common Stock 451738 0 I By NeoMed Innovation V, L.P. Series B-1 Preferred Stock 2018-11-02 4 C 0 379675 0.00 D Common Stock 455610 0 I By NeoMed Innovation V, L.P. Series B-2 Preferred Stock 2018-11-02 4 C 0 203125 0.00 D Common Stock 243750 0 I By NeoMed Innovation V, L.P. Series C Preferred Stock 2018-11-02 4 C 0 308155 0.00 D Common Stock 369786 0 I By NeoMed Innovation V, L.P. Reflects a 1.2-for-1 forward stock split of the Issuer's common stock effected on October 18, 2018. Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series A preferred stock automatically converted into 2.31660 shares of the Issuer's common stock. The A preferred stock had no expiration date. The shares are held of record by NeoMed Innovation V, L.P. ("NeoMed"). NeoMed Innovation V Limited is the general partner of NeoMed and has voting and dispositive power over the shares held by NeoMed. Erik Amble, Ph.D., who is a member of the Issuer's board of directors, is a director of NeoMed Innovation V Limited, and may be deemed to have voting and dispositive power over the shares held by NeoMed. Mr. Amble disclaims beneficial ownership of these securities and this report shall not be deemed an admission that Mr. Amble is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his respective pecuniary interest therein. Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series B-1 preferred stock automatically converted into 1.2 shares of the Issuer's common stock. The B-1 preferred stock had no expiration date. Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series B-2 preferred stock automatically converted into 1.2 shares of the Issuer's common stock. The B-2 preferred stock had no expiration date. Effective upon the closing of the Issuer's initial public offering of its common stock under the Securities Act of 1933, as amended, each share of Series C preferred stock automatically converted into 1.2 shares of the Issuer's common stock. The C preferred stock had no expiration date. /s/ Michael V. Williamson, as Attorney-in-Fact for Erik Amble, Ph.D. 2018-11-02