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Perceptive Advisors LLC, et al. – ‘4’ for 11/14/19 re: Agile Therapeutics Inc.

On:  Monday, 11/18/19, at 7:00pm ET   ·   For:  11/14/19   ·   Accession #:  899243-19-27548   ·   File #:  1-36464

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/18/19  Perceptive Advisors LLC           4                      1:12K  Agile Therapeutics Inc.           Donnelley Fin’l S… 06/FA
          Perceptive Life Sciences Master Fund Ltd.
          Edelman Joseph

Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Form 4 Submission -- doc4.xml/3.6                   HTML      3K 




        

This ‘4’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 

 
SEC Info rendering:  Form 4 Submission
 
FORM 4UNITED 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*
PERCEPTIVE ADVISORS LLC

(Last)(First)(Middle)
51 ASTOR PLACE, 10TH FLOOR

(Street)
NEW YORKNY10003

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
AGILE THERAPEUTICS INC [ AGRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/14/19
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock 11/14/19P 435,015A$1.69 (1)6,586,125ISee footnote (3)
Common Stock 11/15/19P 3,000,000A$1.729,586,125ISee footnote (3)
Common Stock 11/15/19P 2,000,000A$1.611,586,125ISee footnote (3)
Common Stock 11/15/19P 333,800A$1.74 (2)11,919,925ISee footnote (3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
PERCEPTIVE ADVISORS LLC

(Last)(First)(Middle)
51 ASTOR PLACE, 10TH FLOOR

(Street)
NEW YORKNY10003

(City)(State)(Zip)
1. Name and Address of Reporting Person*
PERCEPTIVE LIFE SCIENCES MASTER FUND LTD

(Last)(First)(Middle)
C/O PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR

(Street)
NEW YORKNY10003

(City)(State)(Zip)
1. Name and Address of Reporting Person*
EDELMAN JOSEPH

(Last)(First)(Middle)
C/O PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR

(Street)
NEW YORKNY10003

(City)(State)(Zip)
Explanation of Responses:
(1)  The transaction was executed in multiple trades at prices ranging from $1.52 to $1.75. The price above reflects the weighted average price. Detailed information regarding the number of shares transacted at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.
(2)  The transaction was executed in multiple trades at prices ranging from $1.65 to $1.86. The price above reflects the weighted average price. Detailed information regarding the number of shares transacted at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.
(3)  The securities are directly held by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of Master Fund. Joseph Edelman is the managing member of the Advisor. Each of Mr. Edelman and the Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that either Mr. Edelman or the Advisor is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
Remarks:
/s/ Perceptive Life Sciences Master Fund Ltd., By: Perceptive Advisors LLC, its investment manager By: Joseph Edelman, its managing member 11/18/19
/s/ Perceptive Advisors LLC, By: Joseph Edelman, its managing member 11/18/19
/s/ Joseph Edelman 11/18/19
** Signature of Reporting PersonDate
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.
____________
Transaction Code:
    P    Open market or private purchase of non-derivative or derivative security.

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