SEC Form 4
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Applied Therapeutics Inc. [ APLT ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 06/27/2022 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 06/27/2022 | P | 1,435,000 | A | $1(1) | 2,378,977 | I | By subsidiary(2) | ||
| Common Stock | 06/27/2022 | P | 2,065,000 | A | $1(1) | 4,555,077 | I | By subsidiary(3) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Pre-Funded Warrant | $0.0001 | 06/27/2022 | P | 615,000 | (4) | (4) | Common Stock | 615,000 | $0.9999(1) | 615,000 | I | By subsidiary(2) | |||
| Pre-Funded Warrant | $0.0001 | 06/27/2022 | P | 885,000 | (4) | (4) | Common Stock | 885,000 | $0.9999(1) | 885,000 | I | By subidiary(3) | |||
| Common Stock Warrant | $1 | 06/27/2022 | P | 2,050,000 | (5) | (5) | Common Stock | 2,050,000 | (1) | 2,050,000 | I | By subsidiary(2) | |||
| Common Stock Warrant | $1 | 06/27/2022 | P | 2,950,000 | (5) | (5) | Common Stock | 2,950,000 | (1) | 2,950,000 | I | By subsidiary(3) | |||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. These securities were purchased at a combined public offering price of $1.00 per share of Common Stock and associated Common Stock Warrant (or, in the case of the Pre-Funded Warrants, $0.9999 per Pre-Funded Warrant and associated Common Stock Warrant). |
| 2. These securities are held directly by Alexandria Equities No. 7, LLC ("AE7"), a wholly owned subsidiary of Alexandria Real Estate Equities, Inc. |
| 3. These securities are held directly by Alexandria Venture Investments, LLC ("AVI"), an affiliate of AE7 and another wholly owned subsidiary of Alexandria Real Estate Equities, Inc. |
| 4. The Pre-Funded Warrants are exercisable immediately and will expire five years from the date of issuance. The Pre-Funded Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the Issuer's common stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.99% of the Issuer's common stock outstanding immediately after giving effect to such exercise. |
| 5. The Common Stock Warrants are exercisable immediately and will expire five years from the date of issuance. The Common Stock Warrants may not be exercised to the extent such exercise would cause the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder's affiliates, and any other persons whose beneficial ownership of the Issuer's common stock would or could be aggregated with the holder's for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) to beneficially own more than 19.99% of the Issuer's common stock outstanding immediately after giving effect to such exercise. |
| Remarks: |
| ALEXANDRIA EQUITIES NO. 7, LLC By: ARE-Special Services, LLC, managing member By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., managing member By: ARE-QRS CORP., general partner By: /s/ Dean A. Shigenaga, President and Chief Financial Officer | 06/29/2022 | |
| By: /s/ Dean A. Shigenaga President and Chief Financial Officer ALEXANDRIA EQUITIES NO. 7, LLC By: ARE-Special Services, LLC, managing member | 06/29/2022 | |
| By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., managing member By: ARE-QRS CORP., general partner By: /s/ Dean A. Shigenaga, President and Chief Financial Officer | 06/29/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||