424B3 1 e424b3.txt PROSPECTUS SUPPLEMENT NO.10 DATED JULY 19, 2000 1 PROSPECTUS SUPPLEMENT NO. 10 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated February 18, 2000) Registration No. 333-96387 HUMAN GENOME SCIENCES, INC. -------------------- $200,000,000 5% Convertible Subordinated Notes Due 2006 and 2,792,321 Shares of Common Stock Issuable Upon Conversion of the Notes -------------------- The following information supplements information contained in our prospectus dated February 18, 2000 relating to the potential offer and sale from time to time by holders of shares of our common stock issued upon conversion of the notes. See "Plan of Distribution" in our prospectus. This prospectus supplement may only be delivered or used in connection with our prospectus. This prospectus supplement is incorporated by reference into our prospectus. Our common stock is listed on The Nasdaq National Market under the symbol "HGSI." NEITHER THE SEC NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. Prospectus Supplement dated July 19, 2000 2 The notes were originally issued by us and sold by Credit Suisse First Boston Corporation, as initial purchaser, in a transaction exempt from the registration requirements of the Securities Act to persons reasonably believed by the initial purchaser to be qualified institutional buyers or other institutional accredited investors. All of the notes have been converted into shares of our common stock. Selling holders, including their transferees, pledgees or donees or their successors, may from time to time offer and sell any or all of the common stock into which the notes were converted. -------------------- The following table supplements the information in our prospectus with respect to the selling holders and the principal amounts of notes and common stock they beneficially own that may be offered under our prospectus. The information is based on information provided by or on behalf of the selling holders. All information provided in this prospectus supplement is as of July 18, 2000. The selling holders may offer all, some or none of the common stock into which the notes were converted. Thus, we cannot estimate the amount of the common stock that will be held by the selling holders upon termination of any sales. The column showing ownership after completion of the offering assumes that the selling holders will sell all of the securities offered by this prospectus supplement. In addition, the selling holders identified below may have sold, transferred or otherwise disposed of all or a portion of their common stock since the date on which they provided the information about their common stock in transactions exempt from the registration requirements of the Securities Act. None of the selling holders has had any material relationship with us or our affiliates within the past three years. No selling holder named in the table below beneficially owns one percent or more of our common stock. Common stock owned prior to the offering and after completion of the offering includes shares of common stock issuable upon conversion of our 5 1/2% Convertible Subordinated Notes Due 2006, our 5% Convertible Subordinated Notes Due 2007 and our 3 3/4% Convertible Subordinated Notes Due 2007. Information concerning the selling holders may change from time to time and any changed information will be set forth in future prospectus supplements if and when necessary.
COMMON STOCK OWNED PRINCIPAL AMOUNT OF COMMON STOCK COMMON AFTER NOTES BENEFICIALLY OWNED PRIOR TO STOCK COMPLETION OF NAME OWNED AND OFFERED THE OFFERING OFFERED THE OFFERING ---- ------------------- ------------ -------- ------------ Aventis Pension Master Trust ...... $0 153 153 --
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