SecProbe.io

July 20, 2018
Jeffrey G. Lamothe
Chief Financial Officer
Aptevo Therapeutics Inc.
2401 4th Avenue, Suite 1050
Seattle, Washington 98121
Re:Aptevo Therapeutics Inc.
Form 10-K for Fiscal Year Ended December 31, 2017
Filed March 13, 2018
File No. 001-37746
Dear Mr. Lamothe:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.  In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2017
Item 9A. Controls and Procedures, page 84
1.We note that you filed an annual report for the prior fiscal year ended December 31, 2016,
and the annual report for the fiscal year ended December 31, 2017 represents your second
annual report since your registration statement on Form 10 went effective.  As a result,
pursuant to paragraph 1 of the  Instructions to Item 308 of Regulation S-K, it appears you
are required to comply with Item 308(a) of Regulation S-K.  Please amend your Form 10-
K to include management's report on your internal control over financial reporting,
including management's assessment of the effectiveness of your internal control over
financial reporting as of December 31, 2017, as required by Item 308(a) of Regulation S-
K.

 FirstName LastNameJeffrey G. Lamothe
 Comapany NameAptevo Therapeutics Inc.
 July 20, 2018 Page 2
 FirstName LastName
Jeffrey G. Lamothe
Aptevo Therapeutics Inc.
July 20, 2018
Page 2
Item 15. Exhibits, Financial Statement Schedules
Exhibits 31 and 32, page 91
2.Together with your amended filing, please include the Exhibit 31 and Exhibit 32
certifications that should be dated as of the date you file the amendment, with the
following revisions:
•In your exhibit 31 certifications (Section 302), include the internal control over
financial reporting language within the introductory portion of paragraph 4, as well as
paragraph 4(b), as stipulated in Item 601(b)(31) of Regulation S-K;
•In your exhibit 32.2 certification (Section 906), refer to the complete name of the
company as referred to within your 10-K.

            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            You may contact Abe Friedman at 202-551-8298 or Mary Mast at 202-551-3613 with
any questions.
Division of Corporation Finance
Office of Healthcare & Insurance