Xiaodong Yang - Aug 23, 2023 Form 4 Insider Report for Apexigen, Inc. (APGN)

Signature
/s/ Francis Sarena, by power of attorney
Stock symbol
APGN
Transactions as of
Aug 23, 2023
Transactions value $
-$26,634
Form type
4
Date filed
8/25/2023, 06:37 PM
Previous filing
Jun 23, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APGN Common Stock Award $0 +400K +75.06% $0.00 933K Aug 23, 2023 Direct F1
transaction APGN Common Stock Tax liability -$26.6K -69.2K -7.41% $0.39 864K Aug 23, 2023 Direct F2, F3
transaction APGN Common Stock Disposed to Issuer -864K -100% 0 Aug 23, 2023 Direct F4

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 APGN Employee Stock Option (right to buy) Disposed to Issuer -220K -100% 0 Aug 23, 2023 Common Stock 220K $1.27 Direct F5
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -20.5K -100% 0 Aug 23, 2023 Common Stock 20.5K $1.47 Direct F6
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -461K -100% 0 Aug 23, 2023 Common Stock 461K $1.66 Direct F7
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -35.9K -100% 0 Aug 23, 2023 Common Stock 35.9K $2.25 Direct F8
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -30.7K -100% 0 Aug 23, 2023 Common Stock 30.7K $2.25 Direct F9
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -296K -100% 0 Aug 23, 2023 Common Stock 296K $3.62 Direct F10
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -99.4K -100% 0 Aug 23, 2023 Common Stock 99.4K $6.54 Direct F11
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -12.3K -100% 0 Aug 23, 2023 Common Stock 12.3K $7.03 Direct F12
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -79.9K -100% 0 Aug 23, 2023 Common Stock 79.9K $4.59 Direct F13
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -38.4K -100% 0 Aug 23, 2023 Common Stock 38.4K $4.59 Direct F14
transaction APGN Employee Stock Option (right to buy) Disposed to Issuer -305K -100% 0 Aug 23, 2023 Common Stock 305K $2.46 Direct F15
transaction APGN Warrant (right to buy) Disposed to Issuer -10K -100% 0 Aug 23, 2023 Common Stock 10K $11.50 Direct F16
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Xiaodong Yang is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The reported shares are represented by restricted stock units, or RSUs, awarded upon the achievement of certain performance metrics of which 200,000 RSUs vested at the Effective Time as defined below and the remaining RSUs vest in two equal six month installments beginning on February 23, 2024.
F2 The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.
F3 This amount includes 200,000 shares represented by RSUs.
F4 Pursuant to an Agreement and Plan of Merger, dated as of May 23, 2023 (the "Merger Agreement"), by and among the Issuer, Pyxis Oncology, Inc. ("Pyxis"), and Ascent Merger Sub Corp., at the effective time of the merger (the "Effective Time"), each share of Issuer common stock was exchanged for 0.1725 shares of Pyxis common stock and rounded down to the nearest whole share and each outstanding RSU was assumed by Pyxis and converted into a restricted stock unit for 34,500 shares of Pyxis common stock.
F5 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 37,940 shares of Pyxis common stock at an exercise price of $7.37 per share.
F6 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 3,533 shares of Pyxis common stock at an exercise price of $8.53 per share.
F7 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 79,524 shares of Pyxis common stock at an exercise price of $9.63 per share.
F8 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 6,184 shares of Pyxis common stock at an exercise price of $13.05 per share.
F9 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 5,300 shares of Pyxis common stock at an exercise price of $13.05 per share.
F10 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 51,055 shares of Pyxis common stock at an exercise price of $20.99 per share.
F11 The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 17,141 shares of Pyxis common stock at an exercise price of $37.92 per share.
F12 The shares subject to the option vest in 48 equal monthly installments beginning on February 1, 2020. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 2,120 shares of Pyxis common stock at an exercise price of $40.76 per share.
F13 The shares subject to the option vest in 48 equal monthly installments beginning on February 1, 2020. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 13,783 shares of Pyxis common stock at an exercise price of $26.61 per share.
F14 The shares subject to the option vest in 48 equal monthly installments beginning on February 1, 2021. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 6,626 shares of Pyxis common stock at an exercise price of $26.61 per share.
F15 The shares subject to the option vest in 48 equal monthly installments beginning on February 1, 2022. Pursuant to the Merger Agreement, at the Effective Time, the option was assumed by Pyxis and converted into an option to purchase 52,612 shares of Pyxis common stock at an exercise price of $14.27 per share.
F16 The shares underlying the warrant are immediately exercisable. Pursuant to the Merger Agreement, at the Effective Time, the warrant was assumed by Pyxis and converted into a warrant to purchase 1,725 shares of Pyxis common stock at an exercise price of $66.67 per share.