8-K
Adaptimmune Therapeutics PLC (ADAPY)
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): **** November 14, 2023
ADAPTIMMUNE THERAPEUTICS PLC
(Exact name of registrant as specified in its charter)
| | | | | |
|---|---|---|---|---|
| England and Wales | | 1-37368 | | Not Applicable |
| (State or other jurisdiction of<br>incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
60 Jubilee Avenue , Milton Park
Abingdon, Oxfordshire **** OX14 4RX
United Kingdom
(Address of principal executive offices, including zip code)
( 44 ) 1235 430000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
|---|---|---|---|---|
| American Depositary Shares, each representing 6 Ordinary Shares, par value £0.001 per share | | ADAP | | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 8.01 Other Events.
Adaptimmune Therapeutics plc (the “Company”) is filing this Current Report on Form 8-K to amend Exhibit 23.1 (the “Original Exhibit 23.1”) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the Securities and Exchange Commission on March 6, 2023 (the “2022 Form 10-K”). The Company’s independent registered public accounting firm, KPMG LLP, consented to the use of their reports dated March 6, 2023 that are included in the 2022 Form 10-K. In the Original Exhibit 23.1, reference to our registration statement on Form S-3 (No. 333-264208) was inadvertently omitted. The revised consent attached hereto as Exhibit 23.1 (the “Revised Exhibit 23.1”) supersedes and replaces the Original Exhibit 23.1. The Revised Exhibit 23.1 does not change any previously reported financial results of operations or any other disclosure contained in the 2022 Form 10-K.
tem 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | **** | Description of Exhibit |
| 23.1 | | Consent of KPMG LLP |
| 104 | | Cover Page Interactive Date File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| | | ||
|---|---|---|---|
| | ADAPTIMMUNE THERAPEUTICS PLC | ||
| | | | |
| Date: November 14, 2023 | By: | /s/ Margaret Henry | |
| | | Name: | Margaret Henry |
| | | Title: | Corporate Secretary |
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the registration statements No.333-264208 on Form S-3 and Nos. 333-233558 and 333-203929 on Form S-8 of Adaptimmune Therapeutics plc of our reports dated March 6, 2023, with respect to the consolidated financial statements of Adaptimmune Therapeutics plc and the effectiveness of internal control over financial reporting which reports appear in the Form 10-K of Adaptimmune Therapeutics plc dated March 6, 2023.
/s/ KPMG LLP
Reading, United Kingdom
November 14, 2023