SEC Form 4 · accession 0001179110-16-033606
Apollo Endosurgery, Inc. · APEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rick D Anderson
Director · 10% Owner
Period of report
Dec 29, 2016
Accepted (ET)
Dec 30, 2016 · 8:34 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001251769
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 29, 2016 | J | 1,347,565 | — | A | 1,347,565 | I | By PTV IV, L.P. |
| Common StockF1,F3 | Dec 29, 2016 | J | 2,199,186 | — | A | 2,199,186 | I | By PTV Sciences II, L.P. |
| Common StockF1,F4 | Dec 29, 2016 | J | 605,712 | — | A | 605,712 | I | By PTV Special Opportunities I, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares of common stock of the corporation then known as Apollo Endosurgery, Inc. ("Old Apollo") were converted into shares of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of September 8, 2016, by and among the Issuer, Merger Sub, Inc. and Old Apollo (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of common stock was converted into 0.3163 shares of the Issuer's common stock. Following the merger, the Issuer effected a reverse stock split at a ratio of one new share for every five and one half shares of common stock outstanding.
- F2These securities are held in the name of PTV IV, L.P. PTV Healthcare Capital has sole voting and investment control over the shares owned by PTV IV, L.P. The Managing Directors of PTV Healthcare Capital have shared voting and investment control over the shares owned by PTV IV, L.P. The Reporting Person is a Managing Director of PTV Healthcare Capital and may be deemed to be the beneficial owner of the securities held by PTV IV, L.P.
- F3These securities are held in the name of PTV Sciences II, L.P. PTV Healthcare Capital has sole voting and investment control over the shares owned by PTV Sciences II, L.P. The Managing Directors of PTV Healthcare Capital have shared voting and investment control over the shares owned by PTV Sciences II, L.P. The Reporting Person is a Managing Director of PTV Healthcare Capital and may be deemed to be the beneficial owner of the securities held by PTV Sciences II, L.P.
- F4These securities are held in the name of PTV Special Opportunities I, L.P. PTV Healthcare Capital has sole voting and investment control over the shares owned by PTV Special Opportunities I, L.P. The Managing Directors of PTV Healthcare Capital have shared voting and investment control over the shares owned by PTV Special Opportunities I, L.P. The Reporting Person is a Managing Director of PTV Healthcare Capital and may be deemed to be the beneficial owner of the securities held by PTV Special Opportunities I, L.P.
Remarks
Exhibit Index: Exhibit 24 - Power of Attorney (incorporated by reference to the Power of Attorney filed as Exhibit 24 to the Form 3 filed by the Reporting Person on December 29, 2016)