Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 26, 2021, the Board of Directors (the "Board") of iRhythm Technologies, Inc. (the "Company") approved an increase in the size of the Board by one director, from eight to nine directors, and elected the Company's President and Chief Executive Officer Michael Coyle to the Board, effective January 26, 2021.



Biographical information and business experience with respect to Mr. Coyle is
included in the Company's Current Report on Form 8-K filed with the Securities
and Exchange Commission on December 14, 2020 and is incorporated herein by
reference.

As previously reported, in connection with Mr. Coyle's appointment as the
Company's President and Chief Executive Officer, (i) the Company entered into an
Offer Letter with Mr. Coyle, (ii) Mr. Coyle will participate in the Company's
Executive Change in Control and Severance and Change in Control program and
(iii) Mr. Coyle entered into the Company's standard form of indemnification
agreement. A summary of these arrangements is included in Company's Current
Report on Form 8-K filed with the Securities and Exchange Commission on December
14, 2020 and is incorporated herein by reference.

There are no arrangements or understandings between Mr. Coyle and any other
persons pursuant to which he was appointed as a director of the Company. Mr.
Coyle has no family relationships with any of the Company's directors or
executive officers, and, other than as described above, Mr. Coyle does not have
any direct or indirect material interest in any transaction required to be
disclosed pursuant to Item 404(a) of Regulation S-K.

On January 25, 2021, the Company entered into a transition agreement in
connection with Kevin M. King's retirement as President and Chief Executive of
the Company on January 12, 2021. In return for a release of claims by Mr. King
and his continued service on the Company's board of directors, the transition
agreement provides him with: (i) continued reimbursement of COBRA premiums
through August 31, 2021; (ii) payment of a bonus for fiscal year 2020 to be paid
out in equity; (iii) continued vesting of equity awards held by Mr. King in
connection with Mr. King's continued service as a director, including the
performance restricted stock unit award granted to him on February 27, 2019 and
prorated vesting of one-third of the shares subject to the performance
restricted stock unit award granted to Mr. King on February 26, 2020. Mr. King
also entered into a consulting agreement to provide transition services to the
incoming President and Chief Executive Officer, Michael J. Coyle and to assist
with reimbursement matters.

The foregoing description is qualified in its entirety by the transition agreement and the consulting agreement filed herewith as Exhibit 10.1.

Item 9.01 Financial Statements and Exhibits


                                  (d)   Exhibits.



Exhibit No.             Description
                          Transition Agreement by and between iRhythm Technologies, Inc. and Kevin M.
10.1                    King dated January 25, 2021    .

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