0001104659-24-004563.txt : 20240117 0001104659-24-004563.hdr.sgml : 20240117 20240117173127 ACCESSION NUMBER: 0001104659-24-004563 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240116 FILED AS OF DATE: 20240117 DATE AS OF CHANGE: 20240117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Norry Elliot CENTRAL INDEX KEY: 0001798117 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37368 FILM NUMBER: 24539448 MAIL ADDRESS: STREET 1: C/O ADAPTIMMUNE THERAPEUTICS PLC STREET 2: 60 JUBILEE AVE, MILTON PARK CITY: ABINGDON, OXFORDSHIRE STATE: X0 ZIP: OX14 4RX ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Adaptimmune Therapeutics PLC CENTRAL INDEX KEY: 0001621227 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] ORGANIZATION NAME: 03 Life Sciences 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 tm243270-15_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-01-16 0 0001621227 Adaptimmune Therapeutics PLC ADAP 0001798117 Norry Elliot C/O ADAPTIMMUNE THERAPEUTICS PLC 60 JUBILEE AVENUE, MILTON PARK ABINGDON X0 OX14 4RX UNITED KINGDOM 0 1 0 0 Chief Medical Officer 0 American Depositary Shares representing Ordinary Shares 2024-01-16 4 S 0 2287 0.79 D 3363 D American Depositary Shares representing Ordinary Shares 2024-01-17 4 S 0 5309 0.673 D 7785 D American Depositary Shares representing Ordinary Shares 2024-01-17 4 S 0 12967 0.673 D 19257 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 16, 2020 and which have vested. Once vested, the RSU-style options must be exercised within a restricted period or they are forfeited. The exercise of the portion of these RSU-style share options and the sale reported in this Form 4 were 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 the sale price per ADS. The ADSs reported in this Column 5 represent solely those residual ADSs held by the Reporting Person which result from the Sell to Cover exercise transaction reported on this Form 4. Additionally, the Reporting Person holds 64,233 ADSs and RSU-style options and other options covering an aggregate of 9,170,666 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 17, 2023 and which have vested. Once vested, the RSU-style options must be exercised within a restricted period or they are forfeited. The exercise of the portion of these RSU-style share options and the sale reported in this Form 4 were 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 $0.67 to $0.73, 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 the Sell to Cover exercise transaction reported on this Form 4. Additionally, the Reporting Person holds 64,233 ADSs and RSU-style options and other options covering an aggregate of 9,170,666 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 100% of an RSU-style share option covering ordinary shares of the Issuer granted on January 17, 2023 and which have vested. Once vested, the RSU-style options must be exercised within a restricted period or they are forfeited. The exercise of the portion of these RSU-style share options and the sale reported in this Form 4 were 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 $0.67 to $0.73, 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 the Sell to Cover exercise transaction reported on this Form 4. Additionally, the Reporting Person holds 64,233 ADSs and RSU-style options and other options covering an aggregate of 9,170,666 ordinary shares of the Issuer /s/ Elliot Norry 2024-01-17