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

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1. Name and Address of Reporting Person* Cognate Bioservices, Inc. (Last) (First) (Middle) 4800 EAST SHELBY DRIVE, SUITE 108 (Street) MEMPHIS TN 38118 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/28/2011	3. Issuer Name and Ticker or Trading Symbol NORTHWEST BIOTHERAPEUTICS INC [ NWBO ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 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, par value $0.001 per share ("Common Stock")(1)	46,000,000	D

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
Warrants(2)	10/16/2012	10/16/2017	Common Stock	23,000,000	$0.2	D

Explanation of Responses:

1. On October 28, 2011, Northwest Biotherapeutics, Inc. (the "Company") entered into a conversion agreement with Cognate Bioservices, Inc. ("Cognate") pursuant to which an aggregate of $9.2 million of unpaid invoiced amounts and payables were converted into 46.0 million shares of the Company's common stock. Such shares were subject to the Company's 1-for-16 reverse share split in September 2012.

2. On October 28, 2011, the Company became obligated to issue warrants to Cognate for the purchase of 23.0 million shares of the Company's common stock. Such warrants were issued on October 16, 2012, after the Company's 1-for-16 reverse share split in September 2012. Therefore, at the time of issuance, such warrants were exercisable for 1,437,500 shares of the Company's common stock, at an exercise price of $3.20.

	Cognate Bioservices Inc., by /s/ Linda F. Powers, Director	12/19/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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