SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Ye Frank

(Last) (First) (Middle)
C/O ABPRO CORPORATION
68 CUMMINGS PARK DRIVE

(Street)
WOBURN MA 01801

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/10/2018
3. Issuer Name and Ticker or Trading Symbol
Abpro Corp [ ABP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 133,858 I By LLC(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series C Preferred Stock (2) (2) Common Stock 892,392 (2) I By LLC(1)
Explanation of Responses:
1. Apex Partners II Ltd, a limited liability company registered in the British Virgin Islands ("Partners II") is the registered holder. The Reporting Person is Chairman and Founding Partner of Apex Capital, the sole member of Partners II. The Reporting Person disclaims beneficial ownership of the shares owned by Partners II except to the extent of his pecuniary interest therein.
2. Each share of the Series C Preferred Stock will automatically convert into one share of common stock immediately prior to completion of the Issuer's initial public offering. The Series C Preferred Stock has no expiration date.
Remarks:
Exhibit List - Exhibit 24 - Power of Attorney
/s/ Brian Bowersox, Attorney-in-Fact 05/10/2018
** 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 5 (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.