CUSIP No. 290846203
1. Names of Reporting Persons
Laurence W. Lytton
2. Check the Appropriate Box if a Member of a Group
Not Applicable
3. SEC Use Only
4. Citizenship or Place of Organization
USA
Number of
Shares Beneficially Owned By
Each Reporting Person With
5. Sole Voting Power 2,642,832 (1)
6. Shared Voting Power 23,100
7. Sole Dispositive Power 2,642,832 (1)
8. Shared Dispositive Power 23,100
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,665,932(1)
(1) This amount includes 1,138,462 Shares that the Reporting Person has the
right to acquire upon conversion of $3,700,000 principal amount of the
Apollo Endosurgery $20 million 6% Convertible Debt due 2024.
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) [_]
Not Applicable
11. Percent of Class Represented by Amount in Row (9)
9.99% (2)
(2) based on 20,944,284 shares of common stock issued and outstanding,
as of October 25, 2019, as reported in the 10-Q filed October 30, 2019,
and assumes conversion of 6% 2024 convertible debt into shares subject to
the 9.99% blocker limitation as defined in the 6% 2024 Convertible Debenture.
12. Type of Reporting Person (See
Instructions)
IN
Item 1.
(a) Name of Issuer Apollo Endosurgery, Inc.
(b) Address of Issuer's Principal Executive Offices
1120 S. Capital of Texas Highway
Building 1, Suite #300
Austin, Texas 78746
Item 2.
(a) Name of Person Filing
Laurence W. Lytton
(b) Address of Principal Business Office, or if none, Residence
467 CPW NY, NY 10025
(c) Citizenship
USA
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
03767D108
Item 3. not applicable
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1
(a) Amount beneficially owned: 2,665,932 shares consisting of 2,059,157 (1)
held by the reporting person, 190,000 held by the IKL Trust, 142,000
held by the KLL Trust, 120,000 held by the WWL Trust, 65,474 held by
the AWL Family LLC, 57,201 held by the Lytton-Kambara Foundation,
and 32,100 shares held by other related accounts.
(b) Percent of class: 9.99% (2)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 2,642,832 (1)
(ii) Shared power to vote or to direct the vote 23,100
(iii) Sole power to dispose or to direct the disposition of 2,642,832 (1)
(iv) Shared power to dispose or to direct the disposition of 23,100
(1) This amount includes 1,138,462 Shares that the Reporting Person has the
right to acquire upon conversion of $3,700,000 principal amount of the
Apollo Endosurgery $20 million 6% Convertible Debt due 2024.
The percentage set forth in Row 11 and Item 4 (b) is based on 20,944,284 shares
of common stock issued and outstanding, as of October 25, 2019, as reported in
the 10-Q filed October 30, 2019, and the conversion of a portion of the 6% 2024
convertible debt subject to the Blocker's 9.99% limitation.
Pursuant to the terms of the Reported Convertible Debentures, the
Reporting Persons cannot convert the debentures to the extent the Reporting
Persons would beneficially own, after any such conversion, more than 9.99%
of the outstanding shares of Common Stock, and the percentage set forth in
Row 11 and Item 4 (b) for the Reporting Person gives effect to the Blocker.
Consequently, as of the date of the event which requires the filing of this
statement, the Reporting Person was not able to convert all of the
debentures due to the Blocker.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities check the following [_].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
not applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or
as a participant in any transaction having that purpose or effect.
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.
________02/14/20____________________________
Date
____s/ Laurence W. Lytton____________________________
Signature
_____Laurence W. Lytton___________________________
Name/Title
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