Adaptimmune Therapeutics PLC — Director's Dealing 2018

Mar 28, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Adaptimmune Therapeutics PLC (ADAP)
CIK: 0001621227
Period of Report: 2018-03-26

Reporting Person: KERINS PATRICK J (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-26	Ordinary Shares with a nominal value of 0.001 GBP per share	P	571164	$1.9041	Acquired	73978672	Indirect
2018-03-27	Ordinary Shares with a nominal value of 0.001 GBP per share	P	6000000	$1.9167	Acquired	79978672	Indirect

Footnotes

F1: The ordinary shares whose purchase is reported on this line are represented by American Depositary Shares ("ADSs") and are held of record by New Enterprise Associates 14, L.P. ("NEA 14"). NEA 14 holds these ordinary shares in the form of ADSs. Each ADS represents six ordinary shares of Adaptimmune Therapeutics plc. The ordinary shares reported in column 5 are represented by ADSs.

F2: The price reported in Column 4 of $1.9041 per ordinary share is a weighted average price derived from the weighted average price of $11.4247 per ADS, divided by six. These ADSs were purchased in multiple transactions at prices ranging from $11.17 to $12 per ADS, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of ADSs purchased at each separate price within the range set forth in this footnote (2) to this Form 4.

F3: The Reporting Person is a director of NEA 14 GP, LTD, which is the sole general partner of NEA Partners 14, L.P. ("NEA Partners 14"). NEA Partners 14 is the sole general partner of NEA 14, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 14 shares in which the Reporting Person has no pecuniary interest.

F4: The price reported in Column 4 of $1.9167 per ordinary share is a price derived from the price of $11.50 per ADS, divided by six.