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INTELLIA THERAPEUTICS, INC. (NASDAQ:NTLA) Files An 8-K Entry into a Material Definitive Agreement

INTELLIA THERAPEUTICS, INC. (NASDAQ:NTLA) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

Entry Into a Material Definitive Agreement.

On December15, 2016, Intellia Therapeutics, Inc. (Intellia)
entered into a Consent to Assignments, Licensing and Common
Ownership and Invention Management Agreement (the Invention
Management Agreement) with CRISPR Therapeutics AG (CRISPR), The
Regents of the University of California (University of
California), University of Vienna (Vienna), ERS Genomics Ltd.,
TRACR Hematology Ltd. (TRACR), Caribou Biosciences, Inc.
(Caribou), and Dr.Emmanuelle Charpentier.

Under an existing sublicense agreement (the Caribou Sublicense),
Intellia licenses from Caribou certain development rights in a
patent and patent applications related to CRISPR/Cas9 technology
co-owned by the University of California, Vienna and
Dr.Charpentier.Under the Invention Management Agreement,
Dr.Charpentier retroactively consents to Caribous sublicensing to
Intellia certain of its additional rights to the CRISPR/Cas9
intellectual property, subject to the restrictions of the Caribou
Sublicense. The Invention Management Agreement also includes
retroactive approval by certain parties of certain prior
assignments of interests in patent rights to other parties
(including patent rights underlying the Caribou Sublicense), and
provides for, among other things, (i)good faith cooperation among
the parties regarding patent maintenance, defense and
prosecution, (ii)cost-sharing arrangements, and (iii)notice of
and coordination in the event of third-party infringement of the
subject patents. Unless earlier terminated by the parties, the
Invention Management Agreement will continue in effect until the
later of the last expiration date of the patents underlying the
CRISPR/Cas9 technology, or the date on which the last underlying
patent application is abandoned.

The foregoing description of the Invention Management Agreement
is qualified in its entirety by reference to the available text
of the Invention Management Agreement, a redacted copy of which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and
is incorporated herein by reference.

***

Item9.01 Financial Statements and Exhibits.

(d)Exhibits

Exhibit

No.

Description

10.1 Consent to Assignments, Licensing and Common Ownership and
Invention Management Agreement dated December15, 2016 by and
between the Registrant, CRISPR Therapeutics AG, The Regents
of the University of California, University of Vienna, ERS
Genomics Ltd., TRACR Hematology Ltd., Caribou Biosciences,
Inc., and Dr.Emmanuelle Charpentier

Application has been made to the Securities and Exchange
Commission for confidential treatment of certain
provisions. Omitted material for which confidential
treatment has been requested has been filed separately with
the Securities and Exchange Commission.

About INTELLIA THERAPEUTICS, INC. (NASDAQ:NTLA)
Intellia Therapeutics, Inc. is a genome editing company. The Company is focused on developing therapeutics utilizing a biological tool known as CRISPR/Cas9. The CRISPR/Cas9 genome editing system includes two components: the Cas9 protein and the guide RNA sequence. The Cas9 protein acts like a pair of molecular scissors that initiates the natural cellular repair process to knockout, repair or insert a gene. The guide RNA sequence recognizes and directs the Cas9 to a specific target deoxyribonucleic acid (DNA) sequence. The Company’s sentinel in vivo programs focus on the use of Lipid Nanoparticle (LNPs) for delivery of the CRISPR/Cas9 complex to the liver. The Company’s division, eXtellia Therapeutics, is focused on the application of CRISPR/Cas9 genome editing in the fields of immuno-oncology and autoimmune and inflammatory diseases. The Company’s subsidiary is Intellia Securities Corp. As of September 30, 2016, the Company had not generated any revenue. INTELLIA THERAPEUTICS, INC. (NASDAQ:NTLA) Recent Trading Information
INTELLIA THERAPEUTICS, INC. (NASDAQ:NTLA) closed its last trading session down -0.47 at 15.86 with 269,355 shares trading hands.

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