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Form 4 Aptinyx Inc. For: Oct 26 Filed by: Schwartz Jeffrey Lawrence

October 27, 2020 5:08 PM
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 *
Bain Capital Life Sciences Investors, LLC
(Last) (First) (Middle)
200 CLARENDON STREET
(Street)
BOSTON MA 02116
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Aptinyx Inc. [ APTX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/26/2020
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
X 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 10/26/2020 P (1) 3,333,333 A $ 3 8,891,758 I See footnotes (2) (3) (4)
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. On October 26, 2020, Bain Capital Life Sciences Fund, L.P. ("BCLS") and BCIP Life Sciences Fund, LP ("BCIPLS and, together with BCLS, the "Bain Capital Life Sciences Entities") purchased an aggregate of 3,333,333 shares of Common Stock in an underwritten public offering at a price per share of $3.00. BCLS purchased 3,023,816 of such shares and BCIPLS purchased 309,517 of such shares. Following such purchases, BCLS holds 8,066,113 shares of Common Stock and BCIPLS holds 825,645 shares of Common Stock.
2. Bain Capital Life Sciences Partners, LP ("BCLSP") is the general partner of BCLS. As a result, BCLSP may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCLS. BCLSP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
3. Bain Capital Life Sciences Investors, LLC ("BCLSI"), whose managers are Jeffrey Schwartz and Adam Koppel, is the general partner of BCLSP and governs the investment strategy and decision-making process with respect to investments held by BCIPLS, whose general partner is Boylston Coinvestors, LLC. As a result, each of BCLSI, Mr. Schwartz and Dr. Koppel may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by the Bain Capital Life Sciences Entities. BCLSI, Mr. Schwartz and Dr. Koppel each disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
4. Adam Koppel is a director of the Issuer.
Bain Capital Life Sciences Investors, LLC, By: /s/ Adam Koppel, Title: Managing Director 10/27/2020
** Signature of Reporting Person Date
Bain Capital Life Sciences Partners, LP, By: Bain Capital Life Sciences Investors, LLC, its general partner, By: /s/ Adam Koppel, Title: Managing Director 10/27/2020
** Signature of Reporting Person Date
Bain Capital Life Sciences Fund, L.P., By: Bain Capital Life Sciences Partners, LP, its general partner, By: Bain Capital Life Sciences Investors, LLC, its general partner, By: /s/ Adam Koppel, Title: Managing Director 10/27/2020
** Signature of Reporting Person Date
BCIP Life Sciences Associates, LP, By: Boylston Coinvestors, LLC, its general partner, By: /s/ Adam Koppel, Title: Authorized Signatory 10/27/2020
** Signature of Reporting Person Date
/s/ Jeffrey Schwartz 10/27/2020
** Signature of Reporting Person Date
/s/ Adam Koppel 10/27/2020
** 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).
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.

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