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

Footnote 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.

Footnote F2

The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.

Footnote F3

This amount includes 200,000 shares represented by RSUs.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.

Footnote 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.