Sec Form 13G Filing - ELI LILLY & Co (LLY) filing for Immunocore Holdings plc (IMCR) - 2022-02-10

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

This CUSIP number applies to the Issuer’s American Depositary Shares (“ADSs”). Each one ADS represents one Ordinary Share. No CUSIP has been assigned to the Ordinary Shares

   Names of Reporting Persons

   Eli Lilly S.A.

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Switzerland

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  Sole Voting Power

  0

  Shared Voting Power

  2,548,145⁽¹⁾

  Sole Dispositive Power

  0

  Shared Dispositive Power

  2,548,145⁽¹⁾

  Aggregate Amount Beneficially Owned by Each Reporting Person

  2,548,145⁽¹⁾

  Check Box if the Aggregate Amount in Row 9 Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  5.8%⁽²⁾

  Type of Reporting Person (See Instructions)

  OO

As described in Items 5-9 above, Eli Lilly S.A. (“Lilly S.A.”) directly holds 2,548,145 shares of the Issuer’s Common Stock. Eli Lilly and Company (“Eli Lilly”) has voting and dispositive power over the shares held by Lilly S.A. As such, each of the Reporting Persons share voting and dispositive power with respect to the shares held by Lilly S.A.

This percentage is calculated based upon 43,841,931 outstanding shares of Common Stock of the Issuer, as set forth in Exhibit 99.1 to the Issuer’s Form 6-K, filed on November 10, 2021.

   Names of Reporting Persons

   Eli Lilly and Company

   Check the Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Indiana

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  Sole Voting Power

  0

  Shared Voting Power

  2,548,145⁽¹⁾

  Sole Dispositive Power

  0

  Shared Dispositive Power

  2,548,145⁽¹⁾

  Aggregate Amount Beneficially Owned by Each Reporting Person

  2,548,145⁽¹⁾

  Check Box if the Aggregate Amount in Row 9 Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  5.8%⁽²⁾

  Type of Reporting Person (See Instructions)

  CO

As described in Items 5-9 above, Lilly S.A. directly holds 2,548,145 shares of the Issuer’s Common Stock. Eli Lilly has voting and dispositive power over the shares held by Lilly S.A. As such, each of the Reporting Persons share voting and dispositive power with respect to the shares held by Lilly S.A.

This percentage is calculated based upon 43,841,931 outstanding shares of Common Stock of the Issuer, as set forth in Exhibit 99.1 to the Issuer’s Form 6-K, filed on November 10, 2021.

Name of Issuer

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filing

Name:

Address of Principal Business Office:

Citizenship:

Title of Class of Securities:

CUSIP Number:

If this statement is filed pursuant to § 240.13d-1(b) or § 240.13d-2(b) or (c), check whether the person filing is a:

Ownership.

Amount Beneficially Owned: See Item 9 of Cover Sheet.

Percent of Class: See Item 11 of Cover Sheet.

Number of shares as to which the person has:

sole power to vote or to direct the vote: See Item 5 of Cover Sheet.

shared power to vote or to direct the vote: See Item 6 of Cover Sheet.

sole power to dispose or to direct the disposition of: See Item 7 of Cover Sheet.

shared power to dispose or to direct the disposition of: See Item 8 of Cover Sheet.

Ownership of Five Percent or Less of a Class

Ownership of More than Five Percent on Behalf of Another Person

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Identification and Classification of Member of the Group

Notice of Dissolution of Group

Certification

*

**

/s/ Christopher Anderson

/s/ Christopher Anderson