0001104659-22-004149.txt : 20220113 0001104659-22-004149.hdr.sgml : 20220113 20220113210103 ACCESSION NUMBER: 0001104659-22-004149 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220111 FILED AS OF DATE: 20220113 DATE AS OF CHANGE: 20220113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rawcliffe Adrian CENTRAL INDEX KEY: 0001555851 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37368 FILM NUMBER: 22530277 MAIL ADDRESS: STREET 1: 440 SOUTH BROAD STREET, UNIT 1906 CITY: PHILADELPHIA STATE: PA ZIP: 19146 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Adaptimmune Therapeutics PLC CENTRAL INDEX KEY: 0001621227 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 60 JUBILEE AVENUE STREET 2: MILTON PARK CITY: ABINGDON, OXFORDSHIRE STATE: X0 ZIP: OX14 4RX BUSINESS PHONE: 44 1235 430000 MAIL ADDRESS: STREET 1: 60 JUBILEE AVENUE STREET 2: MILTON PARK CITY: ABINGDON, OXFORDSHIRE STATE: X0 ZIP: OX14 4RX FORMER COMPANY: FORMER CONFORMED NAME: Adaptimmune Ltd DATE OF NAME CHANGE: 20141001 4 1 tm221700-11_4seq.xml OWNERSHIP DOCUMENT X0306 4 2022-01-11 0 0001621227 Adaptimmune Therapeutics PLC ADAP 0001555851 Rawcliffe Adrian C/O ADAPTIMMUNE THERAPEUTICS PLC, 60 JUBILEE AVENUE, MILTON PARK ABINGDON X0 OX14 4RX UNITED KINGDOM 1 1 0 0 Chief Executive Officer American Depositary Shares representing Ordinary Shares 2022-01-11 4 S 0 14362 3.5567 D 15978 D American Depositary Shares representing Ordinary Shares 2022-01-12 4 S 0 3046 3.5441 D 3356 D Each American Depositary Share ("ADS") represents six ordinary shares, nominal value GBP 0.001 per ordinary share, of the Issuer. The ADSs were obtained from the exercise of approximately 25% of an RSU-style share option covering ordinary shares of the Issuer granted on January 11, 2021 and which have vested. Once vested, the RSU-style options must be exercised within a restricted period or they are forfeited. Each exercise of the portion of these RSU-style share options and each sale reported in this Form 4 was effected pursuant to a Sell to Cover exercise implemented automatically in accordance with the Issuer's option plan, under which sufficient ADSs were sold by the Issuer to satisfy the Reporting Person's tax withholding obligations and associated sale costs. The residual ADSs are held by the Reporting Person. The price reported in Column 4 is a weighted average price. These ADSs were sold in multiple transactions at prices ranging from $3.48 to $3.64, inclusive. Upon request, the Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission with full information regarding the ADSs sold at this price in this footnote. The ADSs reported in this Column 5 represent solely those residual ADSs held by the Reporting Person which result from each Sell to Cover exercise transaction reported on this Form 4. Additionally, the Reporting Person holds 54,689 ADSs and RSU-style options and other options covering an aggregate of 21,908,172 ordinary shares of the Issuer. Each American Depositary Share ("ADS") represents six ordinary shares, nominal value GBP 0.001 per ordinary share, of the Issuer. The ADSs were obtained from the exercise of approximately 25% of an RSU-style share option covering ordinary shares of the Issuer granted on January 12, 2018 and which have vested. Once vested, the RSU-style options must be exercised within a restricted period or they are forfeited. Each exercise of the portion of these RSU-style share options and each sale reported in this Form 4 was effected pursuant to a Sell to Cover exercise implemented automatically in accordance with the Issuer's option plan, under which sufficient ADSs were sold by the Issuer to satisfy the Reporting Person's tax withholding obligations and associated sale costs. The residual ADSs are held by the Reporting Person. The price reported in Column 4 is a weighted average price. These ADSs were sold in multiple transactions at prices ranging from $3.53 to $3.55, inclusive. Upon request, the Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission with full information regarding the ADSs sold at this price in this footnote. The ADSs reported in this Column 5 represent solely those residual ADSs held by the Reporting Person which result from each Sell to Cover exercise transaction reported on this Form 4. Additionally, the Reporting Person holds 54,689 ADSs and RSU-style options and other options covering an aggregate of 21,908,172 ordinary shares of the Issuer. /s/ Adrian George Rawcliffe 2022-01-13