Sec Form 3 Filing - Norry Elliot @ Adaptimmune Therapeutics PLC - 2020-01-13

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Norry Elliot
2. Issuer Name and Ticker or Trading Symbol
Adaptimmune Therapeutics PLC [ ADAP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Medical Officer
(Last) (First) (Middle)
103 CHURCH STREET, APARTMENT 20
3. Date of Earliest Transaction (MM/DD/YY)
01/13/2020
(Street)
PHILADELPHIA, PA10106
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares with a nominal value of GBP0.001 per share ( 1 ) 2,679 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to purchase Ordinary Shares $ 1.28 ( 3 ) ( 2 ) 01/08/2026 Ordinary Shares 200,000 D
Option to purchase Ordinary Shares $ 0.72 ( 5 ) ( 4 ) 01/13/2027 Ordinary Shares 63,024 D
Option to purchase Ordinary Shares $ 0.81 ( 7 ) ( 6 ) 07/07/2027 Ordinary Shares 300,000 D
Option to purchase Ordinary Shares $ 1.3 ( 9 ) ( 8 ) 01/12/2028 Ordinary Shares 79,824 D
Option to purchase Ordinary Shares $ 0.0014 ( 12 ) ( 10 ) ( 11 ) Ordinary Shares 40,266 D
Option to purchase Ordinary Shares $ 0.0013 ( 15 ) ( 13 ) ( 14 ) Ordinary Shares 40,266 D
Option to purchase Ordinary Shares $ 0.89 ( 17 ) ( 16 ) 01/04/2029 Ordinary Shares 79,824 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Norry Elliot
103 CHURCH STREET, APARTMENT 20
PHILADELPHIA, PA10106
Chief Medical Officer
Signatures
/s/ Elliot Norry 01/13/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represented by 2,679 American Depositary Shares ("ADS") held by Dr. Norry. Dr. Norry holds these ordinary shares in the form of ADSs. Each ADS represents six ordinary shares, nominal value GBP 0.001 per ordinary share, of the Issuer.
( 2 )200,000 Ordinary Shares granted January 18, 2016, which are fully vested and exercisable (vesting start date is deemed to be July 1, 2015).
( 3 )The exercise price was converted from GBP0.89 based on an exchange rate of U.S.$1.4309 to GBP1.00. The actual exercise price will be the pounds sterling amount.
( 4 )Exercisable as to 15,756 Ordinary Shares on January 13, 2018 and will be exercisable as to the remainder in monthly installments of 1,313 Ordinary Shares on the thirteenth of each month from February 13, 2018 through January 13, 2021.
( 5 )The exercise price was converted from GBP0.59 based on an exchange rate of U.S.$1.2219 to GBP1.00. The actual exercise price will be the pounds sterling amount.
( 6 )Exercisable as to 75,000 Ordinary Shares on July 7, 2018 and will be exercisable as to the remainder in monthly installments of 6,250 Ordinary Shares on the seventh of each month from August 7, 2018 through July 7, 2021.
( 7 )The exercise price was converted from GBP0.62 based on an exchange rate of U.S.$1.2949 to GBP1.00. The actual exercise price will be the pounds sterling amount.
( 8 )Exercisable as to 19,956 Ordinary Shares on January 12, 2019 and will be exercisable as to the remainder in monthly installments of 1,663 Ordinary Shares on the twelfth of each month from February 12, 2019 through January 12, 2022.
( 9 )The exercise price was converted from GBP0.96 based on an exchange rate of U.S.$1.3542 to GBP1.00. The actual exercise price will be the pounds sterling amount.
( 10 )Exercisable as to 13,422 Ordinary Shares on January 12, 2020 and will be exercisable as to the remainder in annual installments of 13,422 Ordinary Shares on the twelfth of each January from January 12, 2021 through January 12, 2022.
( 11 )The expiration date of each annual installment of ordinary shares is March 15 of the calendar year following the year in which that installment becomes exercisable.
( 12 )The exercise price was converted from GBP0.001 based on an exchange rate of U.S.$1.3542 to GBP1.00. The actual exercise price will be the pounds sterling amount.
( 13 )Exercisable as to 13,422 Ordinary Shares on January 4, 2021 and will be exercisable as to the remainder in annual installments of 13,422 Ordinary Shares on the fourth of each January from January 4, 2022 through January 4, 2023.
( 14 )The expiration date of each annual installment of ordinary shares is March 15 of the calendar year following the year in which that installment becomes exercisable.
( 15 )The exercise price was converted from GBP0.001, being the nominal value of an ordinary share, based on an exchange rate of U.S.$1.2633 to GBP1.00. The actual exercise price will be the pounds sterling amount.
( 16 )Exercisable as to 19,956 Ordinary Shares on January 4, 2020 and will be exercisable as to the remainder in monthly installments of 1,663 Ordinary Shares on the fourth of each month from February 4, 2020 through January 4, 2023.
( 17 )The exercise price was converted from GBP0.70. based on an exchange rate of U.S.$1.2633 to GBP1.00. The actual exercise price will be the pounds sterling amount.

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