Sec Form 4 Filing - Crawford Matthew S @ Apollo Endosurgery, Inc. - 2017-11-15

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Crawford Matthew S
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)
3600 N CAPITAL OF TEXAS HWY, SUITE B180
3. Date of Earliest Transaction (MM/DD/YY)
11/15/2017
(Street)
AUSTIN, TX78746
4. If Amendment, Date Original Filed (MM/DD/YY)
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)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 11/15/2017 J( 1 ) 1,266,909 D 0 I By PTV Evergreen Fund, L.P. ( 2 )
Common Stock 11/15/2017 J( 1 ) 12,669 A 12,669 I By PTV GP Evergreen, L.P. ( 3 )
Common Stock 11/15/2017 J( 4 ) 12,669 D 0 I By PTV GP Evergreen, L.P. ( 3 )
Common Stock 11/15/2017 J( 4 ) 4,223 A 49,677 D
Common Stock 2,199,186 I By PTV Sciences II, L.P. ( 5 )
Common Stock 1,347,565 I By PTV IV, L.P. ( 6 )
Common Stock 605,712 I By PTV Special Opportunities I, L.P. ( 7 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Crawford Matthew S
3600 N CAPITAL OF TEXAS HWY, SUITE B180
AUSTIN, TX78746
X X
Signatures
/s/ Matthew S. Crawford 11/30/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents in-kind distribution by PTV Evergreen Fund, L.P. to its partners (including PTV GP Evergreen, L.P.) without consideration.
( 2 )These securities are owned by PTV Evergreen Fund, L.P. ("PTV EG"). PTV GP III Management, LLC ("PTV GPM") is the sole general partner of PTV GP Evergreen, L.P. ("PTV GP EG"), which is the sole general partner of PTV EG. The managers of PTV GPM are Matthew S. Crawford and Rick D. Anderson, who may be deemed to share voting and investment control over the shares owned by PTV EG. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
( 3 )These securities are owned by PTV GP EG. PTV GPM is the sole general partner of PTV GP EG. Accordingly, PTV GPM may be deemed to have voting and investment control over the shares owned by PTV GP EG. The managers of PTV GPM are Matthew S. Crawford and Rick D. Anderson, who may be deemed to share voting and investment control over the shares owned by PTV GP EG. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
( 4 )Represents in-kind distribution by PTV GP EG to its partners (including the Reporting Person) without consideration.
( 5 )These securities are owned by PTV Sciences II, L.P. ("PTV II"). Pinto TV GP Company LLC ("PTV GPC") is the sole general partner of Pinto Technology Ventures GP II, L.P. ("PTV GP II"), which is the sole general partner of PTV II. The managers of PTV GPC are Matthew S. Crawford and Rick D. Anderson, who may be deemed to share voting and investment control over the shares owned by PTV II. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
( 6 )These securities are owned by PTV IV, L.P. ("PTV IV"). PTV GP III Management, LLC ("PTV GPM") is the sole general partner of PTV GP IV, L.P. ("PTV GP IV"), which is the sole general partner of PTV IV. The managers of PTV GPM are Matthew S. Crawford and Rick D. Anderson, who may be deemed to share voting and investment control over the shares owned by PTV IV. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
( 7 )These securities are owned by PTV Special Opportunities I, L.P. ("PTV SO"). PTV GP III Management, LLC ("PTV GPM") is the sole general partner of PTV GP SO I, L.P. ("PTV GP SO"), which is the sole general partner of PTV SO. The managers of PTV GPM are Matthew S. Crawford and Rick D. Anderson, who may be deemed to share voting and investment control over the shares owned by PTV SO. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

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