SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Topper James N

(Last) (First) (Middle)
C/O APTINYX INC.
909 DAVIS STREET, SUITE 600

(Street)
EVANSTON IL 60201

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/20/2018
3. Issuer Name and Ticker or Trading Symbol
Aptinyx Inc. [ APTX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A-1 Convertible Preferred Stock (1) (1) Common Stock 1,047,450 (1) I See footnote(2)
Series A-2 Convertible Preferred Stock (1) (1) Common Stock 1,197,076 (1) I See footnote(2)
Series B Convertible Preferred Stock (1) (1) Common Stock 795,553 (1) I See footnote(2)
Explanation of Responses:
1. All series of convertible preferred stock will automatically convert into the number of shares of the Issuer's common stock on a 27.58621-for-1 basis immediately prior to the closing of the Issuer's initial public offering and have no expiration date.
2. The shares are held directly by Frazier Life Sciences VIII, L.P. ("FLS-VIII") . FHM Life Sciences VIII, LP ("FHM-VIII L.P.") serves as the sole general partner of FLS-VIII and owns no shares directly. FHM Life Sciences VIII, LLC ("FHM-VIII LLC") serves as the sole general partner of FHM VIII L.P. and owns no shares directly. James N. Topper and Patrick Heron are members of FHM-VIII LLC and share voting and dispositive power over the shares held by FLS-VIII; however, they disclaim beneficial ownership of the shares held by FLS-VIII except to the extent of their pecuniary interests therein.
Remarks:
Exhibit 24 - Power of Attorney
/s/ James N. Topper 06/20/2018
** 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 5 (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).
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