13D Filing: James E. Flynn and Proteon Therapeutics Inc (PRTO)

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Page 15 of 17 – SEC Filing

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(9) Deerfield Mgmt IV

Sole power to vote or direct the
vote: 0

Shared power to vote or direct
the vote: 16,082,018

Sole power to dispose or to direct
the disposition: 0

Shared power to dispose or direct
the disposition: 16,082,018

(10) Flynn

Sole power to vote or direct the
vote: 0

Shared power to vote or direct
the vote: 17,306,917

Sole power to dispose or to direct
the disposition: 0

Shared power to dispose or direct
the disposition: 17,306,917

Flynn is the sole member of the general partner of each of Deerfield
Mgmt, Deerfield Mgmt III, Deerfield Mgmt IV and Deerfield Management.  Deerfield Mgmt is the general partner of Deerfield
Special Situations Fund, Deerfield Partners and Deerfield International Master Fund. Deerfield Mgmt III is the general partner
of Deerfield Private Design Fund III. Deerfield Mgmt IV is the general partner of Deerfield Private Design Fund IV. Deerfield Management
is the investment manager of each of Deerfield Special Situations Fund, Deerfield Private Design Fund III, Deerfield Partners,
Deerfield International Master Fund and Deerfield Private Design Fund IV.

(c) On November 30, 2017, Deerfield International Master Fund
transferred an aggregate of 110,557 shares of Common Stock to Deerfield Partners at a price of $1.75 per share in a private transaction.

(e) On November 30, 2017, Deerfield International Master Fund
ceased to beneficially own more than five percent of the outstanding Common Stock.

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