Sec Form 13G Filing - Laing Ian Michael filing for ADAPTIMMUNE THERAPEUTICS PLC S (ADAP) - 2018-02-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

CUSIP No. 00653A107

1.

Name of Reporting Person:
Ian Michael Laing

2.

Check the Appropriate Box if a Member of a Group:

(a)

o

(b)

o

3.

SEC Use Only:

4.

Citizenship or Place of Organization:
United Kingdom

Number of
Shares
Beneficially
by Owned by
Each
Reporting
Person With:

5.

Sole Voting Power:
20,346,675 (See Item 4(A))

6.

Shared Voting Power:
0

7.

Sole Dispositive Power:
20,346,675 (See Item 4(A))

8.

Shared Dispositive Power:
0

9.

Aggregate Amount Beneficially Owned by Each Reporting Person:
20,346,675 Ordinary Shares (See Item 4(A))

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares:  o

11.

Percent of Class Represented by Amount in Row (9):
3.62%*

12.

Type of Reporting Person:
IN

Item 1(a).

Name of Issuer:
Adaptimmune Therapeutics plc

Item 1(b).

Address of Issuer’s Principal Executive Offices:
60 Jubilee Avenue, Milton Park

Abingdon, Oxfordshire OX14 4RX

United Kingdom

Item 2(a).

Name of Person Filing:
Ian Michael Laing

Item 2(b).

Address of Principal Business Office or, if none, Residence:
4 Charlbury Road

Oxford OX2 6UT

United Kingdom

Item 2(c).

Citizenship:
United Kingdom

Item 2(d).

Title of Class of Securities:
Ordinary shares, par value £0.001 per share.  Certain ordinary shares are represented by American Depositary Shares (ADSs) with each ADS representing six ordinary shares. 

Item 2(e).

CUSIP Number:
00653A107

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); and

(j)

o

Group, in accordance with § 240.13d-1(b)(1)(ii)(J).

Item 4.

Ownership.

The information requested hereinafter is set forth in items 5 through 9 and 11 of the cover pages to this Schedule 13G. Ownership is stated as of January 31, 2018. The ownership percentage is based on 562,133,932 ordinary shares outstanding as of January 31, 2018.

(A) Includes options held by Mr. Laing to purchase 303,875 ordinary shares that are exercisable.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.   x

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

All securities reported in this schedule are owned by the Reporting Person.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

IAN MICHAEL LAING

By:

/s/ Ian Michael Laing

Name:

Ian Michael Laing