ADAPTIMMUNE THERAPEUTICS PLC (NASDAQ:ADAP) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On December16, 2016, Adaptimmune Therapeutics plc (the Company)
and Bellicum Pharmaceuticals,Inc. (Bellicum) entered into a
Co-Development and Co-Commercialisation Agreement (the Agreement)
in order to facilitate a staged collaboration to evaluate,
develop and commercialize next generation T-cell therapies.

Under the Agreement, the parties agreed to evaluate Bellicums
GoTCR technology (inducible MyD88/CD40 co-stimulation, or iMC)
with the Companys affinity-optimized SPEAR T-cells for the
potential to create enhanced TCR product candidates. Depending on
results from the preclinical proof-of-concept phase, the parties
expect to progress to a two-target co-development and
co-commercialization phase. To the extent necessary, and in
furtherance of the parties proof-of-concept and co-development
efforts, the parties granted each other a royalty-free,
non-transferable, non-exclusive license covering their respective
technologies for purposes of facilitating such proof-of-concept
and co-development efforts. In addition, as to covered therapies
developed under the agreement, the parties granted each other a
reciprocal exclusive license for the commercialization of such
therapies.

With respect to any joint commercialization of a covered therapy,
the parties agreed to negotiate in good faith the commercially
reasonable terms of a co-commercialization agreement. The parties
also agreed that any such agreement shall provide for, among
other things, equal sharing of the costs of any such joint
commercialization and the calculation of profit shares as set
forth in the Agreement.

The Agreement will expire on a country-by-country basis once the
parties cease commercialization of the T-cell therapies covered
by the Agreement, unless earlier terminated by either party for
material breach, non-performance or cessation of development,
bankruptcy/insolvency, or failure to progress to co-development
phase.

The description of the Agreement contained herein does not
purport to be complete and is qualified in its entirety by
reference to the complete text of the Agreement, including the
exhibits thereto, a copy of which will be filed as an exhibit to
the Companys Annual Report on Form10-K for the fiscal year ended
December31, 2016.

Item 8.01. Other Events.

On December19, 2016, the Company issued a press release
announcing the Agreement. A copy of the press release is
furnished as Exhibit99.1 to this report.

The information in Item8.01 of this Form8-K (including the
attached Exhibit99.1) shall not be deemed filed for purposes of
Section18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that section, nor shall
it be deemed incorporated by reference under the Securities Act
of 1933, as amended, except as expressly set forth by specific
reference in such a filing, regardless of any general
incorporation language in any such filing, unless the Company
expressly sets forth in such filing that such information is to
be considered filed or incorporated by reference therein.

Item 9.01 Financial Statements and
Exhibits.

(d) Exhibits. The following exhibit is furnished as part of this
Report on Form8-K:

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