SEC FORM 4

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^*

Shendelman Shoshana

(Last)

(First)

(Middle)

C/O APPLIED THERAPEUTICS, INC.

545 FIFTH AVENUE, SUITE 1400

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Applied Therapeutics Inc. [ APLT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2020

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/28/2020		G⁽¹⁾	V	290,280	D	$0.00	3,014,005	D
Common Stock	02/28/2020		G⁽¹⁾	V	709,720	D	$0.00	2,304,285	D
Common Stock	02/28/2020		G⁽¹⁾	V	290,280	A	$0.00	290,280	I	See footnote⁽²⁾
Common Stock	02/28/2020		G⁽¹⁾	V	709,720	A	$0.00	709,720	I	See footnote⁽³⁾
Common Stock								1,750,000	I	See footnote⁽⁴⁾
Common Stock	05/28/2020		M⁽⁵⁾		27,624	A	$1	581,909	D
Common Stock	05/28/2020		M⁽⁵⁾		97,376	A	$1.44	679,285	D
Common Stock	05/28/2020		S		125,000	D	$42.7⁽⁶⁾	554,285	D
Common Stock								88,397	I	See footnote⁽⁷⁾
Common Stock								1,492,094	I	See footnote⁽⁸⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$1	05/28/2020		M⁽⁵⁾			27,624	⁽⁹⁾	03/27/2027	Common Stock	27,624	$0.00	0	D
Stock Option (Right to Buy)	$1.44	05/28/2020		M⁽⁵⁾			97,376	⁽¹⁰⁾	03/07/2028	Common Stock	97,376	$0.00	629,605	D

Explanation of Responses:

1. These transactions do not reflect sales, but reflect gifts made for estate-planning purposes from the reporting person to her spouse and/or associated trust.

2. Through a family trust controlled by the reporting person.

3. Through reporting person's spouse.

4. Through a grantor retained annuity trust.

5. These transactions reflect the exercise of previously vested stock options.

6. On May 28, 2020, the reporting person exercised options to purchase 125,000 shares of common stock and sold such shares in a block trade negotiated at a discount from the market closing price of $46.92 per share, for a gross sales price of $42.70.

7. Through Clearpoint Strategy Group LLC of which the reporting person is the sole owner.

8. Through a family trust controlled by the reporting person's spouse.

9. These options became fully vested on April 22, 2019.

10. These options became fully vested on March 7, 2020.

Remarks:

	/s/ Shoshana Shendelman	06/01/2020
	** 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).
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