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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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 *

Gostout Christopher J.
2. Issuer Name and Ticker or Trading Symbol

Apollo Endosurgery, Inc. [ APEN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Medical Officer
(Last)          (First)          (Middle)

1120 SOUTH CAPITAL OF TEXAS HIGHWAY, BUILDING ONE, STE 300
3. Date of Earliest Transaction (MM/DD/YYYY)

4/4/2023
(Street)

AUSTIN, TX 78746
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
(City)        (State)        (Zip)
Rule 10b5-1(c) Transaction Indication
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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
Common Stock 4/4/2023  D  90267 (1)(2)D (1)(2)0 D  

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy) $2.09 4/4/2023  D     3450   (3)7/25/2023 Common Stock 3450.0  (3)0 D  
Stock Option (Right to Buy) $11.79 (4)4/4/2023  D     135000   (5)7/25/2023 Common Stock 135000.0  (5)0 D  
Non-Qualified Stock Option (right to buy) $6.58 4/4/2023  D     14050   (3)2/28/2028 Common Sock 14050.0  (3)0 D  
Stock Option (Right to Buy) $3.49 4/4/2023  D     25442   (3)5/7/2029 Common Stock 25442.0  (3)0 D  
Stock Option (Right to Buy) $2.08 4/4/2023  D     51610   (3)5/7/2030 Common Stock 51610.0  (3)0 D  
Stock Option (Right to Buy) $5.95 4/4/2023  D     11876   (3)3/10/2031 Common Stock 11876.0  (3)0 D  
Stock Option (Right to Buy) $5.63 4/4/2023  D     6635   (3)2/25/2032 Common Stock 6635.0  (3)0 D  

Explanation of Responses:
(1) Reflects the disposition of the reporting person's 59,964 shares of Issuer common stock, par value $0.001 per share ("Issuer Common Stock"), upon the consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 29, 2022, among the Issuer, Boston Scientific Corporation ("Parent") and Textile Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), including the consummation of the merger between Issuer and Merger Sub on April 4, 2023 (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer Common Stock, was canceled and converted automatically into the right to receive $10.00 in cash, without interest (the "Merger Consideration"), less applicable taxes and authorized deductions.
(2) Reflects the disposition of the reporting person's 30,303 shares of Issuer RSUs upon the consummation of the Merger. Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit award granted under any Issuer Stock Plan (each, an "Issuer RSU"), whether vested but unsettled or unvested, was canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (1) the Merger Consideration and (2) the aggregate number of shares of Issuer Common Stock underlying such Issuer RSU, less applicable taxes and authorized deductions.
(3) Pursuant to the Merger Agreement, at the Effective Time, each outstanding and unexercised option to purchase shares of Issuer Common Stock granted under the Issuer's 2006 Stock Option Plan, 2016 Equity Incentive Plan or 2017 Equity Incentive Plan or pursuant to the "inducement" grant exception under Rule 5635(c)(4) of the Nasdaq Listing Rules (collectively, the "Issuer Stock Plans", and each such option, an "Issuer Option") with an exercise price per share that is less than the Merger Consideration, whether vested or unvested, was canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (1) the amount by which the Merger Consideration exceeds the exercise price per share applicable to such Issuer Option and (2) the aggregate number of shares of Issuer Common Stock issuable upon exercise of such Issuer Option, less applicable taxes and authorized deductions.
(4) The reporting person filed a Form 4 on February 17, 2017 that incorrectly listed this Issuer Option as having an exercise price of $11.76. The exercise price of the Issuer Option is $11.79.
(5) Pursuant to the Merger Agreement, at the Effective Time, each Issuer Option, whether vested or unvested, that has an exercise price per share that is greater than the Merger Consideration was canceled without the payment of consideration.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Gostout Christopher J.
1120 SOUTH CAPITAL OF TEXAS HIGHWAY
BUILDING ONE, STE 300
AUSTIN, TX 78746


Chief Medical Officer

Signatures
/s/ Brian Szymczak - Attorney-in-Fact4/4/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Apollo Endosurgery (NASDAQ:APEN)
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Apollo Endosurgery (NASDAQ:APEN)
과거 데이터 주식 차트
부터 6월(6) 2023 으로 6월(6) 2024 Apollo Endosurgery 차트를 더 보려면 여기를 클릭.