Home > Insider Trading > Latest 13D and 13G Filings > 13G Filing (0001104659-18-009586)

Filing Details

Accession Number:: 0001104659-18-009586
Form Type:: 13G Filing
Publication Date:: 2018-02-14 12:41:51

Filed By:: Mdv - Revelation Llc
Company:: Irhythm Technologies Inc. (NASDAQ:IRTC)
Filing Date:: 2018-02-14
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
MDV 150 Revelation	0	0	0	0	0	0%
MDV VIII	0	0	0	0	0	0%
MDV Leaders 146 VIII	0	0	0	0	0	0%
MDV ENF VIII	0	0	0	0	0	0%

Filing

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

iRhythm Technologies, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

450056 106

(CUSIP Number)

December 31, 2017

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
o	Rule 13d-1(c)
x	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

	1.	Names of Reporting Persons MDV Revelation LLC

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x (1)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization Delaware, United States of America

Number of Shares Beneficially Owned by Each Reporting Person With:			5.		Sole Voting Power 0 Shares

			6.		Shared Voting Power 0 Shares

			7.		Sole Dispositive Power 0 Shares

			8.		Shared Dispositive Power 0 Shares

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0 Shares

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row 9 0% (2)

	12.	Type of Reporting Person (See Instructions) PN

(1) This Schedule 13G is filed by MDV Revelation LLC (Revelation), MDV VIII, L.P. (MDV), MDV Leaders VIII, L.P. (Leaders) and MDV ENF VIII, L.P. (ENF) (collectively, the Fund Entities). The Fund Entities expressly disclaim status as a group for purposes of this Schedule 13G.

(2) This percentage is calculated based on 22,981,467 shares of the Issuers stock outstanding (as of October 31, 2017), as set forth in the Issuers most recent 10-Q, filed with the Securities and Exchange Commission on November 14, 2017.

	1.	Names of Reporting Persons MDV VIII, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x (1)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization Delaware, United States of America

Number of Shares Beneficially Owned by Each Reporting Person With:			5.		Sole Voting Power 0 Shares

			6.		Shared Voting Power 0 Shares

			7.		Sole Dispositive Power 0 Shares

			8.		Shared Dispositive Power 0 Shares

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0 Shares

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row 9 0% (2)

	12.	Type of Reporting Person (See Instructions) OO

	1.	Names of Reporting Persons MDV Leaders VIII, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x (1)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization Delaware, United States of America

Number of Shares Beneficially Owned by Each Reporting Person With:			5.		Sole Voting Power 0 Shares

			6.		Shared Voting Power 0 Shares

			7.		Sole Dispositive Power 0 Shares

			8.		Shared Dispositive Power 0 Shares

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0 Shares

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row 9 0% (2)

	12.	Type of Reporting Person (See Instructions) OO

	1.	Names of Reporting Persons MDV ENF VIII, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		x (1)

	3.	SEC Use Only

	4.	Citizenship or Place of Organization Delaware, United States of America

Number of Shares Beneficially Owned by Each Reporting Person With:			5.		Sole Voting Power 0 Shares

			6.		Shared Voting Power 0 Shares

			7.		Sole Dispositive Power 0 Shares

			8.		Shared Dispositive Power 0 Shares

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0 Shares

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

	11.	Percent of Class Represented by Amount in Row 9 0% (2)

	12.	Type of Reporting Person (See Instructions) OO

Introductory Note: This Statement on Schedule 13G is filed on behalf of MDV - Revelation LLC, a limited liability company organized under the laws of the State of Delaware, MDV VIII, L.P., a limited partnership organized under the laws of the State of Delaware, MDV Leaders VIII, L.P., a limited partnership organized under the laws of the State of Delaware and MDV ENF VIII, L.P., a limited partnership organized under the laws of the State of Delaware; in respect of shares of Common Stock of iRhythm Technologies, Inc.

Item 1(a).	Name of Issuer: iRhythm Technologies, Inc.
Item 1(b).	Address of Issuers Principal Executive Offices: 650 Townsend Street, Suite 500, San Francisco, CA 94103

Item 2(a).	Name of Person Filing: MDV Revelation LLC MDV VIII, L.P. MDV Leaders VIII, L.P. MDV ENF VIII, L.P.
Item 2(b).	Address of Principal Business Office or, if none, Residence: 777 Mariners Island Blvd., Suite 550, San Mateo, CA 94404
Item 2(c).	Citizenship: All entities were organized in Delaware.
Item 2(d).	Title of Class of Securities: Common Stock
Item 2(e).	CUSIP Number: 450056 106

Item 3.	If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
	Not applicable.

Item 4.

Ownership

Fund Entities	Shares Held Directly	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Beneficial Ownership	Percentage of Class (2)
MDV Revelation LLC	0	0	0	0	0	0	0	%
MDV VIII, L.P. (1)	0	0	0	0	0	0	0	%
MDV Leaders VIII, L.P. (1)	0	0	0	0	0	0	0	%
MDV ENF VIII, L.P. (1)	0	0	0	0	0	0	0	%

(1) MDV VIII, L.P., MDV Leaders VIII, L.P. and MDV ENF VIII, L.P. serve as the managing members of MDV Revelation LLC.

Item 5.	Ownership of 5 Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following x.

Item 6.	Ownership of More than 5 Percent on Behalf of Another Person
Not applicable.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
Not applicable.

Item 8.	Identification and Classification of Members of the Group
Not applicable.

Item 9.	Notice of Dissolution of a Group
Not applicable.

Item 10.	Certification
Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 14, 2018

MDV Revelation LLC

MDV VIII, L.P.

By:

MDV VIII, L.P.

By:

Eighth MDV Partners, L.L.C.

its Managing Member

its General Partner

By:

Eighth MDV Partners, L.L.C.

its General Partner

By:

/s/ Jonathan Feiber

Name:

Jonathan Feiber

Title:

Managing Member

By:

/s/ Jonathan Feiber

Name:

Jonathan Feiber

Title:

Managing Member

MDV Leaders VIII, L.P.

MDV ENF VIII, L.P.

By:

Eighth MDV Partners, L.L.C.

By:

Eighth MDV Partners, L.L.C.

its General Partner

By:

/s/ Jonathan Feiber

By:

/s/ Jonathan Feiber

Name:

Jonathan Feiber

Name:

Jonathan Feiber

Title:

Managing Member

Title:

Managing Member

EXHIBITS

A: Joint Filing Agreement

EXHIBIT A

JOINT FILING AGREEMENT

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of iRhythm Technologies, Inc. is filed on behalf of each of us.

Dated: February 14, 2018

MDV Revelation LLC			MDV VIII, L.P.

By:	MDV VIII, L.P.		By:	Eighth MDV Partners, L.L.C.
	its Managing Member			its General Partner
By:	Eighth MDV Partners, L.L.C.
	its General Partner		By:	/s/ Jonathan Feiber
					Name:	Jonathan Feiber
					Title:	Managing Member
By:	/s/ Jonathan Feiber
	Name:	Jonathan Feiber
	Title:	Managing Member


MDV Leaders VIII, L.P.			MDV ENF VIII, L.P.

By:	Eighth MDV Partners, L.L.C.		By:	Eighth MDV Partners, L.L.C.
	its General Partner			its General Partner

By:	/s/ Jonathan Feiber		By:	/s/ Jonathan Feiber
	Name:	Jonathan Feiber		Name:		Jonathan Feiber
	Title:	Managing Member		Title:		Managing Member