SEC Form 4 · accession 0001104659-19-002166
Adaptimmune Therapeutics PLC · ADAP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gwendolyn Knowlton Binder-Scholl
Officer — Chief Technology Officer
Period of report
Jan 14, 2019
Accepted (ET)
Jan 16, 2019 · 9:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001621227
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| American Depositary Shares representing Ordinary SharesF1,F2,F3 | Jan 14, 2019 | S | 1,514 | $5.3694 | D | 2,487 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Each 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 vested on January 12, 2019. 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.
- F2The price reported in Column 4 is a weighted average price. These ADSs were sold in multiple transactions at prices ranging from $5.21 to $5.70, 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 full information regarding the ADSs sold at each separate price within the range set forth in this footnote.
- F3The 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 RSU-style options and other options covering an aggregate of 4,979,951 ordinary shares of the Issuer.