Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

 

 

Apollo Endosurgery, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.001 per share

(Title of Class of Securities)

03767D 108

(CUSIP Number)

Peter Haahr

Novo Holdings A/S

(formerly known as Novo A/S)

Tuborg Havnevej 19

Hellerup, Denmark DK-2900

+45 3527 6592

Copy to:

B. Shayne Kennedy, Esq.

Latham & Watkins LLP

650 Town Center Drive, 20^th Floor

Costa Mesa, CA 92626

Telephone: (714) 540-1235

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

August 10, 2017

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.  ☐

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

 

 

 

*	The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

---

CUSIP No.: 03767D 108

 

1.		Name of Reporting Person:   Novo Holdings A/S
2.		Check the Appropriate Box if a Member of Group (See Instructions): (a)  ☐        (b)  ☒
3.		SEC Use Only:
4.		Source of Funds:   WC
5.		Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):   ☐
6.		Citizenship or Place of Organization:   Denmark
Number of Shares Beneficially Owned By Each Reporting Person With:				7.		Sole Voting Power:   1,081,072
				8.		Shared Voting Power:   0
				9.		Sole Dispositive Power:   1,081,072
				10.		Shared Dispositive Power:   0
11.		Aggregate Amount Beneficially Owned by Each Reporting Person:   1,081,072
12.		Check if the Aggregate Amount in Row (11) Excludes Certain Shares:   ☐
13.		Percent of Class Represented By Amount In Row (11):   6.3% (1)
14.		Type of Reporting Person:   CO

 

(1)	Based upon 17,252,299 shares of common stock outstanding as of July 26, 2017 as reported in the Issuers quarterly report (Form 10-Q) filed with the Securities and Exchange Commission (the Commission) on August 1, 2017.

 

2

---

This amendment (Amendment No. 3) amends the Schedule 13D originally filed with the Commission on January 4, 2017, as subsequently amended by Amendment No. 1 filed with the Commission on March 3, 2017 and Amendment No. 2 filed with the Commission on July 27, 2017 (collectively, the Schedule) to report a decrease in beneficial ownership of common stock of the Issuer held by Novo Holdings A/S resulting from the sale of shares by Novo Holdings A/S. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule.

 

Item 5.

Interest in Securities of the Issuer

Item 5(b) of the Schedule is amended and replaced in its entirety as follows:

 

(a)

Novo Holdings A/S beneficially owns an aggregate of 1,081,072 shares of the Issuers common stock (the Novo Shares), representing approximately 6.3% of the outstanding shares of common stock of the Issuer, based upon 17,252,299 shares of common stock outstanding as of July 26, 2017 as reported in the Issuers quarterly report (Form 10-Q) filed with the Commission on August 1, 2017.

Item 5(b) of the Schedule is amended and replaced in its entirety as follows:

(b) Novo Holdings A/S is a Danish limited liability company wholly owned by the Novo Nordisk Foundation. Novo Holdings A/S, through its Board of Directors (the Novo Board), has the sole power to vote and dispose of the 1,081,072 shares of common stock beneficially owned by Novo Holdings A/S (the Novo Shares). The Novo Board, currently comprised of Sten Scheibye, Goran Ando, Jeppe Christiansen, Steen Riisgaard, Lars Rebien Sorensen and Per Wold-Olsen, may exercise voting and dispositive control over the Novo Shares only with the support of a majority of the Novo Board. As such, no individual member of the Novo Board is deemed to hold any beneficial ownership or reportable pecuniary interest in the Novo Shares. Except as described in this Amendment No. 3, neither the Foundation, Novo Holdings A/S nor their respective directors or executive officers has the power to direct the vote as to, or the disposition of the Novo Shares.

Item 5(c) of the Schedule is supplemented as follows:

(c) On July 28, 2017, Novo Holdings A/S sold 1,400 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $6.78 per share.

On July 31, 2017, Novo Holdings A/S sold 7,602 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $6.45 per share.

On August 1, 2017, Novo Holdings A/S sold 3,000 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $6.42 per share.

On August 3, 2017, Novo Holdings A/S sold 3,000 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $6.15 per share.

On August 4, 2017, Novo Holdings A/S sold 4,000 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $6.35 per share.

On August 7, 2017, Novo Holdings A/S sold 4,000 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $6.06 per share.

On August 8, 2017, Novo Holdings A/S sold 89,119 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $5.95 per share.

On August 10, 2017, Novo Holdings A/S sold 97,000 shares of the Issuers common stock in the open market through a brokers transaction at a weighted average price of $4.12 per share.

 

3

---

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: August 14, 2017				Novo Holdings A/S
				/s/ Peter Haahr
				By:		Peter Haahr
				Its:		Chief Financial Officer