CPMG Inc - Dec 28, 2022 Form 4 Insider Report for Apollo Endosurgery, Inc. (APEN)

Role: 10%+ Owner
Signature: /s/ John Bateman, Chief Operating Officer of CPMG, Inc.
Stock symbol: APEN
Transactions as of: Dec 28, 2022
Transactions value $: $4
Form type: 4
Date filed: 12/30/2022, 04:22 PM
Previous filing: Mar 21, 2022
Next filing: Apr 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	APEN	Class A common stock	Conversion of derivative security	$476K	+147K	+27.73%	$3.25	675K	Dec 28, 2022	By Curlew Fund, LP	F1, F2, F3, F4
transaction	APEN	Class A common stock	Conversion of derivative security	$1.91M	+586K	+80.94%	$3.25	1.31M	Dec 28, 2022	By Killdeer Fund, LP	F1, F2, F3, F5
transaction	APEN	Class A common stock	Conversion of derivative security	$4.76M	+1.47M	+65.97%	$3.25	3.69M	Dec 28, 2022	By Roadrunner Fund, LP	F1, F2, F3, F6
holding	APEN	Class A common stock						45.6K	Dec 28, 2022	By Crested Crane, LP	F1, F2
holding	APEN	Class A common stock						63.7K	Dec 28, 2022	By Kestrel Fund, LP	F1, F2
holding	APEN	Class A common stock						401K	Dec 28, 2022	By Mallard Fund, LP	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	APEN	6.0% Convertible Debentures due 2026	Conversion of derivative security	-$476K				0	Dec 28, 2022	Common Stock	147K	$3.25	By Curlew Fund, LP	F1, F2, F3
transaction	APEN	6.0% Convertible Debentures due 2026	Conversion of derivative security	-$1.91M				0	Dec 28, 2022	Common Stock	586K	$3.25	By Killdeer Fund, LP	F1, F2, F3
transaction	APEN	6.0% Convertible Debentures due 2026	Conversion of derivative security	-$4.76M				0	Dec 28, 2022	Common Stock	1.47M	$3.25	By Roadrunner Fund, LP	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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"). In such capacity, CPMG, Inc. may be deemed to have voting and investment power over the securities held directly by each of the Funds. Kent McGaughy, Jr. and Antal Desai, each of whom is a shareholder and managing partner of CPMG, Inc., may be deemed to share voting and investment power with respect to the shares held directly by the Funds. Kent McGaughy, Jr. reports his beneficial ownership of these shares on a separate Form 4.
F2	Each of CPMG, Inc. and Mr. Desai (collectively, the "Reporting Persons") disclaims beneficial ownership of the securities reported herein except to the extent of its and his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons are 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.
F3	On December 28, 2022 (the "Forced Conversion Date"), the Issuer notified the holders of its outstanding 6.0% Convertible Debentures due 2026 (the "Debentures") that it elected to cause the eligible portion of the aggregate principal amount of the Debentures outstanding to be converted into shares of the Issuer's common stock at the fixed conversion price of $3.25 per share and to issue shares of the Issuer's common stock to satisfy accrued but unpaid interest on the principal amount to be converted through the Forced Conversion Date.
F4	This amount includes an aggregate 7,082 shares issued by the Issuer to the Curlew Fund, LP since the last Form 4 filed by the Reporting Person on October 19, 2021, including 5,661 shares paid in the semi-annual interest payments in January 2022 and in July 2022, and 1,421 shares paid on accrued but unpaid interest through the Forced Conversion Date, on the Debentures held by the Curlew Fund, LP, which transactions were exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9(a).
F5	This amount includes an aggregate 28,322 shares issued by the Issuer to the Killdeer Fund, LP since the last Form 4 filed by the Reporting Person on October 19, 2021, including 22,640 shares paid in the semi-annual interest payments in January 2022 and in July 2022, and 5,682 shares paid on accrued but unpaid interest through the Forced Conversion Date, on the Debentures held by the Killdeer Fund, LP, which transactions were exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9(a).
F6	This amount includes an aggregate 70,802 shares issued by the Issuer to the Roadrunner Fund, LP since the last Form 4 filed by the Reporting Person on October 19, 2021, including 56,598 shares paid in the semi-annual interest payments in January 2022 and in July 2022, and 14,204 shares paid on accrued but unpaid interest through the Forced Conversion Date, on the Debentures held by the Roadrunner Fund, LP, which transactions were exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9(a).