Sec Form 4 Filing - PTV SCIENCES II L P @ Apollo Endosurgery, Inc. - 2017-11-15

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 PTV SCIENCES II L P 2. Issuer Name and Ticker or Trading Symbol Apollo Endosurgery, Inc. [ APEN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ 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) _____ Form filed by One Reporting Person __ X __ 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 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 PTV SCIENCES II L P 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X PTV Special Opportunities I, L.P. 3600 N CAPITAL OF TEXAS HWY SUITE B180 AUSTIN, TX78746 X PTV Evergreen Fund, L.P. 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X Pinto Technology Ventures GP II, L.P. 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X PTV GP IV, L.P. 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X PTV GP SO I, L.P. 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X PTV GP Evergreen, L.P. 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X Pinto TV GP CO LLC 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X PTV GP III Management, LLC 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X PTV IV, L.P. 3600 N CAPITAL OF TEXAS HWY, SUITE B180 AUSTIN, TX78746 X Signatures PTV Sciences II, L.P., By: Pinto Technology Ventures GP II, L.P., its general partner, By: Pinto TV GP Company LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV IV, L.P., By: PTV GP IV, L.P., its general partner, By: PTV GP III Management, LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV Special Opportunities I, L.P., By: PTV GP SO I, L.P., its general partner, By: PTV GP III Management, LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV Evergreen Fund, L.P., By: PTV GP Evergreen, L.P., its general partner, By: PTV GP III Management, LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date Pinto Technology Ventures GP II, L.P., By: Pinto TV GP Company LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV GP IV, L.P., By: PTV GP III Management, LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV GP SO I, L.P., By: PTV GP III Management, LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV GP Evergreen, L.P., By: PTV GP III Management, LLC, its general partner, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date Pinto TV GP Company LLC, By: /s/ Matthew S. Crawford, Its: Manager 11/30/2017 Signature of Reporting Person Date PTV GP III Management, LLC, By: /s/ Matthew S. Crawford, Its: Manager 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. Accordingly, PTV GP EG and PTV GPM may be deemed to have voting and investment control over the shares owned by 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. Each of PTV GP EG and PTV GPM disclaims beneficial ownership of such shares except to the extent of its 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. PTV GPM disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. ( 4 )Represents in-kind distribution by PTV GP EG to its partners 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. . Accordingly, PTV GP II and PTV GPC may be deemed to have voting and investment control over the shares owned by 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. Each of PTV GP II and PTV GPC disclaims beneficial ownership of such shares except to the extent of its 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. Accordingly, PTV GP IV and PTV GPM may be deemed to have voting and investment control over the shares owned by 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 its pecuniary interest therein. Each of PTV GP IV and PTV GPM disclaims beneficial ownership of such shares except to the extent of its 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. Accordingly, PTV GP SO and PTV GPM may be deemed to have voting and investment control over the shares owned by 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 its pecuniary interest therein. Each of PTV GP SO and PTV GPM disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

Remarks: Matthew S. Crawford and Rick D. Anderson are both directors of the Issuer and accordingly file separate Section 16 reports.

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).

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