GlaxoSmithKline PLC — Major Shareholding Notification 2020

Feb 14, 2020

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 13D

(Amendment No. 3)*

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS

THERETO FILED PURSUANT TO 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934

APPLIED GENETIC TECHNOLOGIES CORPORATION

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(Name of Issuer)

Common Stock, Par Value $0.001

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(Title of Class of Securities)

03820J 10 0

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(CUSIP Number)

Victoria A. Whyte

GlaxoSmithKline plc

980 Great West Road

Brentford, Middlesex TW8 9GS

England

Telephone: +44 (0)208 047 5000

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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 22, 2019

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(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

• 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.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

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Cusip No. 03820J 10 0 13D/A3 Page 2 of 8

1.	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) GlaxoSmithKline plc
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☐
3.	SEC USE ONLY
4.	SOURCE OF FUNDS (see instructions) WC
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6.	CITIZENSHIP OR PLACE OF ORGANIZATION England and Wales

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	SOLE VOTING POWER 0
8.	SHARED VOTING POWER -0-
9.	SOLE DISPOSITIVE POWER 0
10.	SHARED DISPOSITIVE POWER -0-

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares of Common Stock (1)
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% of the shares of Common Stock
14.	TYPE OF REPORTING PERSON (see instructions) CO
Footnotes:
(1) Common Stock was held directly by S.R. One, Limited (“SR One”), an indirect, wholly-owned subsidiary of the Reporting Person.

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Cusip No. 03820J 10 0 13D/A3 Page 3 of 8

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Item 1. Security and Issuer.

This Amendment No. 3 to Schedule 13D amends and supplements the statement on Schedule 13D originally filed on April 7, 2014 (as amended by Amendment No.1 filed on February 13, 2015 and Amendment No.2 filed on February 24, 2015 , the “Schedule 13D”, and as amended by this Amendment No.3, the “Statement”) with respect to the shares of common stock, par value $0.001 per share (the “Common Stock”) of Applied Genetic Technologies Corporation, a Delaware corporation (the “Issuer”). The Issuer’s principal executive offices are located at 14193 NW 119 th Terrace, Suite 10, Alachua, Florida 32615. This Amendment No.3 is filed to disclose (1) the disposition of all of Common Stock held by the Reporting Person as well as (2) that the Reporting Person has ceased to be the beneficial owner of more than five percent of the Common Stock. Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Schedule 13D.

Item 2. Identity and Background.

The response set forth in Item 2 of the Schedule 13D is hereby amended by deleting Schedule 1 in its entirety and replacing it with Schedule 1 attached.

Item 5. Interest in Securities of the Issuer.

The response set forth in Item 5 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:

(a), (b) The information contained in rows 7, 8, 9, 10, 11, and 13 on each of the cover pages of this Statement is incorporated by reference in its entirety into this Item 5.

(c) From December 30, 2015 to December 19, 2019 S.R. One disposed 1,436,448 shares of Common Stock as follows.

| Date of Transaction | Number of shares disposed
of | Sale price per share |
| --- | --- | --- |
| 30-Dec-2015 | 14,500 | $20.50200 |
| 31-Dec-2015 | 5,500 | $20.31390 |
| 31-Dec-2015 | 5,501 | $20.43250 |
| 04-Jan-2016 | 700 | $20.00430 |
| 22-May-2019 | 17,714 | $3.84860 |
| 24-May-2019 | 15,000 | $3.75530 |
| 28-May-2019 | 82,936 | $3.72120 |
| 30-May-2019 | 65 | $3.70000 |
| 30-May-2019 | 12,825 | $3.70000 |
| 31-May-2019 | 581 | $3.75000 |
| 03-Jun-2019 | 15,687 | $3.75100 |
| 04-Jun-2019 | 31,283 | $3.70490 |
| 05-Jun-2019 | 28,097 | $3.70020 |
| 06-Jun-2019 | 2,088 | $3.70000 |
| 07-Jun-2019 | 616 | $3.70760 |
| 10-Jun-2019 | 5,500 | $3.70150 |
| 18-Jun-2019 | 16,940 | $3.94050 |
| 20-Jun-2019 | 2,569 | $3.90190 |
| 21-Jun-2019 | 3,800 | $3.91280 |
| 24-Jun-2019 | 4,011 | $3.83850 |
| 08-Jul-2019 | 2,700 | $3.82090 |
| 09-Jul-2019 | 30,436 | $3.84920 |
| 10-Jul-2019 | 100 | $3.80000 |
| 11-Jul-2019 | 100 | $3.80000 |
| 12-Jul-2019 | 17,202 | $3.81170 |

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Cusip No. 03820J 10 0 13D/A3 Page 4 of 8

| Date of Transaction | Number of shares disposed
of | Sale price per share |
| --- | --- | --- |
| 16-Jul-2019 | 3,000 | $3.92070 |
| 17-Jul-2019 | 5,500 | $3.90910 |
| 18-Jul-2019 | 13,000 | $3.9165 |
| 19-Jul-2019 | 5,300 | $3.9727 |
| 22-Jul-2019 | 41,472 | $3.9129 |
| 23-Jul-2019 | 50,000 | $3.9269 |
| 24-Jul-2019 | 50,000 | $4.0267 |
| 25-Jul-2019 | 13,300 | $4.1356 |
| 26-Jul-2019 | 2,200 | $4.0009 |
| 30-Jul-2019 | 10,600 | $3.9542 |
| 31-Jul-2019 | 5,972 | $4.0041 |
| 13-Aug-2019 | 300 | $3.7100 |
| 08-Aug-2019 | 1,001 | $3.9000 |
| 07-Aug-2019 | 111 | $3.9450 |
| 01-Aug-2019 | 900 | $4.0233 |
| 11-Sep-2019 | 17,082 | $3.7482 |
| 12-Sep-2019 | 500 | $3.7540 |
| 13-Sep-2019 | 25,000 | $3.7602 |
| 16-Sep-2019 | 25,000 | $3.7800 |
| 19-Sep-2019 | 2,204 | $3.7577 |
| 24-Sep-2019 | 25,000 | $3.7575 |
| 25-Sep-2019 | 25,000 | $3.7511 |
| 27-Sep-2019 | 156,300 | $4.4208 |
| 30-Sep-2019 | 75,000 | $4.1066 |
| 01-Oct-2019 | 6,583 | $4.1500 |
| 02-Oct-2019 | 4,102 | $4.1069 |
| 13-Nov-2019 | 100 | $3.0000 |
| 22-Nov-2019 | 12,131 | $2.7500 |
| 25-Nov-2019 | 25,000 | $2.7538 |
| 26-Nov-2019 | 680 | $2.8074 |
| 27-Nov-2019 | 8,691 | $2.8003 |
| 29-Nov-2019 | 33,729 | $2.7579 |
| 02-Dec-2019 | 16,065 | $2.7568 |
| 03-Dec-2019 | 47,294 | $2.7565 |
| 04-Dec-2019 | 50,000 | $2.9292 |
| 05-Dec-2019 | 50,000 | $2.9598 |
| 06-Dec-2019 | 50,000 | $2.9394 |
| 09-Dec-2019 | 37,428 | $2.8387 |
| 10-Dec-2019 | 1,100 | $2.7555 |
| 13-Dec-2019 | 18,193 | $2.7508 |
| 16-Dec-2019 | 50,000 | $2.8215 |
| 18-Dec-2019 | 39,907 | $2.7549 |
| 18-Dec-2019 | 11,813 | $2.8007 |
| 18-Dec-2019 | 25,000 | $2.8256 |
| 19-Dec-2019 | 78,439 | $2.8840 |

Each disposition listed above was made in an open market transaction through a broker on the Nasdaq Global Market.

(d) No person, other than GlaxoSmithKline plc, is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the shares of Common Stock beneficially owned by GlaxoSmithKline plc.

(e) The Reporting Person has ceased to be the beneficial owner of more than five percent of the Common Stock on September 11, 2019. Therefore, this is the final amendment to the Statement and an exit filing for the Reporting Person.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 14, 2020

GLAXOSMITHKLINE PLC
By:	/s/ Victoria A. Whyte
Name: Victoria A. Whyte
Title: Authorized Signatory

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Cusip No. 03820J 10 0 13D/A3 Page 6 of 8

SCHEDULE 1

| Name | Business Address | Principal Occupation
or Employment | Citizenship |
| --- | --- | --- | --- |
| Board of Directors | | | |
| Emma Walmsley | 980 Great West Road Brentford Middlesex, England TW8 9GS | Executive Director and Chief Executive Officer | British |
| Manvinder Singh Banga | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | British & Indian |
| Dr. Hal Barron | 269 E. Grand Avenue, South San Francisco, CA 94080 | Chief Scientific Officer & President, R&D | US |
| Dr. Vivienne Cox | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | British |
| Lynn Elsenhans | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | US |
| Dr. Jesse Goodman | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | US |
| Dr. Laurie Glimcher | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | US |
| Judy Lewent | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | US |
| Iain MacKay | 980 Great West Road Brentford Middlesex, England TW8 9GS | Executive Director & Chief Financial Officer | British |
| Urs Rohner | 980 Great West Road Brentford Middlesex, England TW8 9GS | Company Director | Swiss |

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Cusip No. 03820J 10 0 13D/A3 Page 7 of 8

| Name | Business Address | Principal Occupation
or Employment | Citizenship |
| --- | --- | --- | --- |
| Jonathan Symonds | 980 Great West Road Brentford Middlesex, England TW8 9GS | Chairman and Company Director | British |

Corporate Executive Team — Emma Walmsley	980 Great West Road Brentford Middlesex, England TW8 9GS	Executive Director and Chief Executive Officer	British
Dr. Hal Barron	269 E. Grand Avenue, South San Francisco, CA 94080	Chief Scientific Officer & President, R&D	US
Roger Connor	980 Great West Road Brentford Middlesex, England TW8 9GS	President, Global Vaccines	Irish
Diana Conrad	980 Great West Road Brentford Middlesex, England TW8 9GS	Senior Vice President, Human Resoures	Canadian
James Ford	980 Great West Road Brentford Middlesex, England TW8 9GS	Senior Vice President & General Counsel	British & US
Nick Hirons	980 Great West Road Brentford Middlesex, England TW8 9GS	Senior Vice President, Global Ethics and Compliance	British & US
Sally Jackson	980 Great West Road Brentford Middlesex, England TW8 9GS	Senior Vice President, Global Communications and CEO Office	British
Iain MacKay	980 Great West Road Brentford Middlesex, England TW8 9GS	Executive Director & Chief Financial Officer	British
Brian McNamara	184 Liberty Corner Road Warren NJ, 07059	Chief Executive Officer, GSK Consumer Healthcare	US

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Cusip No. 03820J 10 0 13D/A3 Page 8 of 8

Luke Miels	980 Great West Road Brentford Middlesex, England TW8 9GS	President, Global Pharmaceuticals	Australian
David Redfern	980 Great West Road Brentford Middlesex, England TW8 9GS	Chief Strategy Officer	British
Regis Simard	980 Great West Road Brentford Middlesex, England TW8 9GS	President Pharmaceutical Supply Chain	French & British
Karenann Terrell	980 Great West Road Brentford Middlesex, England TW8 9GS	Chief Digital and Technology Officer	Canadian
Philip Thomson	980 Great West Road Brentford Middlesex, England TW8 9GS	President, Global Affairs	British
Deborah Waterhouse	980 Great West Road Brentford Middlesex, England TW8 9GS	Chief Executive Officer of ViiV Healthcare	British

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