STOCK TITAN

[Form 4] Apellis Pharmaceuticals, Inc. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Apellis Pharmaceuticals director Dunlop A. Sinclair reported multiple dispositions of Apellis common stock on 09/30/2025. The filing shows a sale of 31,092 shares at a weighted average price of $22.58 (individual sale prices ranged from $22.23 to $22.74). The filer states these sales were executed under a Rule 10b5-1 trading plan adopted by Epidarex Capital I LP on June 20, 2025. The report lists an additional 3,837-share distribution at no consideration and includes a separate disposition line showing 158,393 shares disposed, without price detail in the table. Sinclair is identified as a director and as having indirect ownership through Epidarex, which holds voting and dispositive power over the shares.

Positive
  • Transaction executed under a Rule 10b5-1 trading plan, indicating preplanned dispositions (adopted June 20, 2025).
  • Filer disclosed weighted-average sale price and price range ($22.58; $22.23–$22.74), improving transparency.
Negative
  • Director reported significant dispositions including a 31,092-share sale and a listed 158,393-share disposition, reducing indirect holdings.
  • Large change in reported beneficial ownership (beneficial shares reported following transactions fall to 30,142 in one line), which may concern investors monitoring insider selling.

Insights

Director sales executed under a Rule 10b5-1 plan; disclosure is routine but material.

The filing explicitly states the sales on 09/30/2025 were effected under a Rule 10b5-1 plan adopted by Epidarex Capital I LP on June 20, 2025, which indicates the transactions were preplanned rather than opportunistic. That reduces the likelihood that these sales reflect contemporaneous insider views, but the filing still notifies investors that a director’s indirect holdings changed meaningfully on that date.

Insider dispositions total at least tens of thousands of shares; market impact depends on float size.

The report documents a weighted-average-priced sale of 31,092 shares at $22.58 and a separate 158,393-share disposition line plus a 3,837-share distribution. These are concrete changes in beneficial ownership and could be relevant to liquidity and near-term supply, though the filing does not provide context on total outstanding shares or percent ownership.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Dunlop A. Sinclair

(Last) (First) (Middle)
C/O APELLIS PHARMACEUTICALS, INC.
100 FIFTH AVENUE, 3RD FLOOR

(Street)
WALTHAM MA 02451

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Apellis Pharmaceuticals, Inc. [ APLS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
4. 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 Acquired, Disposed of, or Beneficially Owned
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 09/30/2025 S(1) 31,092 D $22.58(2) 33,979 I Indirect Owner (Epidarex)(3)
Common Stock 09/30/2025 J(4) 3,837 D $0 30,142 I Indirect Owner (Epidarex)(3)
Common Stock 158,393 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Explanation of Responses:
1. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Epidarex Capital I LP ("Epidarex") on June 20, 2025.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.23 to $22.74, inclusive. The reporting person hereby undertakes to provide, upon request, to the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
3. The securities are held by Epidarex, and the reporting person, a general partner of Epidarex, may be deemed to have voting and dispositive power over the shares held by Epidarex. The reporting person disclaims beneficial ownership over the shares held by Epidarex except to the extent of his pecuniary interest therein.
4. Represents a stock distribution from Epidarex to a Limited Partner and General Partner of Epidarex, for no consideration.
/s/ David Watson, attorney-in-fact for Sinclair Dunlop 10/02/2025
** 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.

FAQ

What did Apellis director Dunlop A. Sinclair sell on 09/30/2025 (APLS)?

The filing reports a sale of 31,092 shares at a weighted average price of $22.58 on 09/30/2025, plus other reported dispositions.

Were the sales by Sinclair part of a prearranged plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Epidarex Capital I LP on June 20, 2025, as stated in the filing.

How many shares did Sinclair (indirectly) own after the reported transactions?

The table shows beneficial ownership figures of 33,979 and 30,142 shares following reported transactions on separate lines in the filing.

What price range were the sold shares executed at?

The filing reports the shares were sold at prices ranging from $22.23 to $22.74, with a weighted average of $22.58.

Who holds the shares and what is Sinclair’s relationship to that holder?

The securities are held by Epidarex Capital I LP; Sinclair is a general partner of Epidarex and may be deemed to have voting and dispositive power over those shares, though he disclaims beneficial ownership except for his pecuniary interest.
Apellis Pharmace

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3.18B
107.20M
13.68%
105.74%
16.26%
Biotechnology
Pharmaceutical Preparations
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United States
WALTHAM