Sharon O'keefe - Apr 4, 2023 Form 4 Insider Report for Apollo Endosurgery, Inc. (APEN)

Role: Director
Signature: /s/ Brian Szymczak - Attorney-in-Fact
Stock symbol: APEN
Transactions as of: Apr 4, 2023
Transactions value $: $0
Form type: 4
Date filed: 4/4/2023, 07:56 PM
Previous filing: Nov 14, 2022
Next filing: Nov 13, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	APEN	Common Stock	Disposed to Issuer		-35.6K	-100%		0	Apr 4, 2023	Direct	F1, F2

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

Sharon O'keefe is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 29, 2022, among the Issuer, Boston Scientific Corporation ("Parent") and Textile Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), including the consummation of the merger between Issuer and Merger Sub on April 4, 2023 (the "Merger"), at the effective time of the Merger (the "Effective Time"), each outstanding restricted stock unit award granted under any Issuer Stock Plan (each, an "Issuer RSU"), whether vested but unsettled or unvested, was canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (1) the right to receive $10.00 in cash, without interest (the "Merger Consideration"), less applicable taxes and authorized deduction [footnote continues in footnote 2 below]
F2	and (2) the aggregate number of shares of Issuer common stock, par value $0.001 per share ("Issuer Common Stock") underlying such Issuer RSU, less applicable taxes and authorized deductions.

Content

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 29, 2022, among the Issuer, Boston Scientific Corporation ("Parent") and Textile Merger Sub, Inc., an indirect wholly owned subsidiary of Parent ("Merger Sub"), including the consummation of the merger between Issuer and Merger Sub on April 4, 2023 (the "Merger"), at the effective time of the Merger (the "Effective Time"), each outstanding restricted stock unit award granted under any Issuer Stock Plan (each, an "Issuer RSU"), whether vested but unsettled or unvested, was canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (1) the right to receive $10.00 in cash, without interest (the "Merger Consideration"), less applicable taxes and authorized deduction [footnote continues in footnote 2 below]

and (2) the aggregate number of shares of Issuer common stock, par value $0.001 per share ("Issuer Common Stock") underlying such Issuer RSU, less applicable taxes and authorized deductions.