APLS 2018 Proxy Statement

Employment and Change in Control Arrangements We entered into an offer letter with Mr. Sullivan, our chief financial officer, on October 9, 2017. The offer letter established the terms of his employment with us, including his title, salary, bonus and eligibility for benefits. Pursuant to the employment offer letter, on October 9, 2017, we granted to Mr. Sullivan stock options to purchase 398,499 shares of common stock. This award is subject to time-based vesting. We do not currently have employment agreements with our named executive officers, although we may enter into such agreements in the future. We do not have any agreements with our named executive officers that provide for payments upon termination, retirement or in connection with a change in control of the company. Other Agreements We have also entered into employee confidentiality, inventions, non-solicitation, and non-competition agreements with each of our named executive officers. Under the employee confidentiality, inventions, non-solicitation, and non-competition agreements, each named executive officer has agreed (1) not to compete with us during his or her employment and for a period of one year after the termination of his or her employment, (2) not to solicit our employees during his or her employment and for a period of one year after the termination of his or her employment, (3) to protect our confidential and proprietary information and (4) to assign to us related intellectual property developed during the course of his or her employment. 401(k) Retirement Plan We maintain a 401(k) retirement plan that is intended to be a tax-qualified defined contribution plan under Section 401(k) of the Code. In general, all of our full-time employees are eligible to participate, beginning on the first day of the month following commencement of their employment. The 401(k) plan includes a salary deferral arrangement pursuant to which participants may elect to reduce their current compensation by up to the statutorily prescribed limit, equal to $18,500 in 2018, and have the amount of the reduction contributed to the 401(k) plan. Director Compensation The following table sets forth information regarding compensation earned by our non-employee directors during 2017. Name Fees Earned or Paid in Cash ($)(1) Option Awards ($)(2)(3) Total ($) Gerald Chan, D.Sc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,514 810,595 821,109 A. Sinclair Dunlop . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,489 810,595 818,084 Alec Machiels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,785 810,595 819,380 Stephanie Monaghan O’Brien . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,929 810,595 819,524 (1) Amounts represent cash compensation for services rendered by each member of the board of directors. (2) In 2017, each of Dr. Chan, Mr. Dunlop, Mr. Machiels and Ms. O’Brien was granted an option to purchase 121,894 shares of our common stock under the 2017 Plan. (3) The amounts reported in the “Option Awards” column reflect the aggregate grant date fair value of stock-based compensation awarded during the year computed in accordance with the provisions of ASC Topic 718. Robert Adelman, M.D., Bihua Chen and Maha Katabi, Ph.D. were members of our board of directors until their voluntary resignation from our board of directors in November 2017 in connection with our initial public offering. Neither Dr. Adelman, Ms. Chen nor Dr. Katabi earned any compensation from us for their service a director in 2017. - 21 -