Statement of Changes in Beneficial Ownership (4)
20 October 2021 - 09:42AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
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APPROVAL
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * McGaughy R Kent
Jr |
2. Issuer Name and Ticker or Trading
Symbol Apollo Endosurgery, Inc. [ APEN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
C/O CPMG, INC., 2000 MCKINNEY, SUITE 2125 |
3. Date of Earliest Transaction (MM/DD/YYYY)
10/15/2021
|
(Street)
DALLAS, TX 75201
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Class A common stock |
10/15/2021 |
|
P(2) |
|
38710 |
A |
$7.75 (2) |
521522 (3) |
I (1) |
By Curlew Fund, LP (1) |
Class A common stock |
10/15/2021 |
|
P(2) |
|
258064 |
A |
$7.75 (2) |
696071 (4) |
I (1) |
By Killdeer Fund, LP (1) |
Class A common stock |
10/15/2021 |
|
P(2) |
|
387097 |
A |
$7.75 (2) |
2151209 (5) |
I (1) |
By Roadrunner Fund, LP (1) |
Class A common stock |
|
|
|
|
|
|
|
45594 |
I (1) |
By Crested Crane, LP (1) |
Class A common stock |
|
|
|
|
|
|
|
63671 |
I (1) |
By Kestrel Fund, LP (1) |
Class A common stock |
|
|
|
|
|
|
|
400675 |
I (1) |
By Mallard Fund, LP (1) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of
Responses: |
(1) |
CPMG, Inc. is the investment
manager of each of: Crested Crane, LP; Curlew Fund, LP; Kestrel
Fund, LP; Mallard Fund, LP; Roadrunner Fund, LP; and Killdeer Fund,
LP (the "Funds"). The Reporting Person is the Managing Director of
CPMG, Inc. In such capacity, the Reporting Person may be deemed to
exercise voting and investment control over the securities owned by
each of the Funds. The Reporting Person disclaims beneficial
ownership of the securities reported herein except to the extent of
his pecuniary interest therein, if any, and this report shall not
be deemed an admission that the Reporting Person is the beneficial
owner of such securities for purposes of Section 16 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),
or for any other purpose. |
(2) |
These shares were acquired
in an underwritten registered follow-on offering by the Issuer that
closed on October 15, 2021. |
(3) |
This amount includes an
aggregate 5,692 shares issued by the Issuer to the Curlew Fund, LP
since the last Form 4 filed by the Reporting Person on July 21,
2020, as the semi-annual interest payments, in January 2021 and in
July 2021, on the 6.0% Convertible Debentures due 2024 held by the
Curlew Fund, LP, which transactions were exempt from Section 16 of
the Exchange Act pursuant to Rule 16a-9(a). |
(4) |
This amount includes an
aggregate 22,763 shares issued by the Issuer to the Killdeer Fund,
LP since the last Form 4 filed by the Reporting Person on July 21,
2020, as the semi-annual interest payments, in January 2021 and in
July 2021, on the 6.0% Convertible Debentures due 2024 held by the
Killdeer Fund, LP, which transactions were exempt from Section 16
of the Exchange Act pursuant to Rule 16a-9(a). |
(5) |
This amount includes an
aggregate 56,904 shares issued by the Issuer to the Roadrunner
Fund, LP since the last Form 4 filed by the Reporting Person on
July 21, 2020, as the semi-annual interest payments, in January
2021 and in July 2021, on the 6.0% Convertible Debentures due 2024
held by the Roadrunner Fund, LP, which transactions were exempt
from Section 16 of the Exchange Act pursuant to Rule
16a-9(a). |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
McGaughy R Kent Jr
C/O CPMG, INC.
2000 MCKINNEY, SUITE 2125
DALLAS, TX 75201 |
X |
X |
|
|
Signatures
|
/s/ R. Kent McGaughy, Jr. |
|
10/19/2021 |
**Signature of Reporting
Person |
Date |
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