Sec Form 4 Filing - Dunlop A. Sinclair @ Apellis Pharmaceuticals, Inc. - 2020-12-14

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
Dunlop A. Sinclair
2. Issuer Name and Ticker or Trading Symbol
Apellis Pharmaceuticals, Inc. [ APLS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O APELLIS PHARMACEUTICALS, INC, 100 FIFTH AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
12/14/2020
(Street)
WALTHAM, MA02451
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 12/14/2020 S 7,654 D $ 53.86 ( 1 ) 192,074 I See Footnote ( 3 )
Common Stock 12/14/2020 S 17,132 D $ 55.01 ( 2 ) 174,942 I See Footnote ( 3 )
Common Stock 12/14/2020 S 214 D $ 56.25 174,728 I See Footnote ( 3 )
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
Dunlop A. Sinclair
C/O APELLIS PHARMACEUTICALS, INC
100 FIFTH AVENUE
WALTHAM, MA02451
X
Signatures
/s/ David Watson, attorney-in-fact for A. Sinclair Dunlop 12/15/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported transaction involved a sale of shares held by MASA Life Science Ventures, LP ("MASA"). The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $53.70 to $54.00. The reporting person undertakes to provide to Apellis Pharmaceuticals, Inc., any security holder of Apellis Pharmaceuticals, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (2) to this Form 4.
( 2 )The reported transaction involved a sale of shares held by MASA. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $55.00 to $55.53.
( 3 )The securities are held by MASA and the reporting person, a managing partner of MASA, may be deemed to have voting and dispositive power over the shares held by MASA. The reporting person disclaims beneficial ownership over the shares held by MASA except to the extent of his pecuniary interest therein.

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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