Основная статистика
| LEI | 984500FDESEB1BE52A76 |
| CIK | 1830749 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Achilles Therapeutics plc - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| March 21, 2025 |
15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-40299 ACHILLES THERAPEUTICS PLC (Exact name of registrant as specifi |
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| March 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of March 2025 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 3rd Floor, 1 Ashley Road Altrincham, Cheshire WA14 2DT United Kingdom |
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| March 19, 2025 |
S-8 POS (REG NUMBER 333-255063) As filed with the U.S. Securities and Exchange Commission on March 19, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment to: Form S-8 Registration Statement No. 333-255063 Form S-8 Registration Statement No. 333-263220 Form S-8 Registration Statement No. 333-270344 Form S-8 Registration Statement No. 333-278501 FOR |
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| March 19, 2025 |
S-8 POS (REG NUMBER 333-270344) As filed with the U.S. Securities and Exchange Commission on March 19, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment to: Form S-8 Registration Statement No. 333-255063 Form S-8 Registration Statement No. 333-263220 Form S-8 Registration Statement No. 333-270344 Form S-8 Registration Statement No. 333-278501 FOR |
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| March 19, 2025 |
S-8 POS (REG NUMBER 333-278501) As filed with the U.S. Securities and Exchange Commission on March 19, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment to: Form S-8 Registration Statement No. 333-255063 Form S-8 Registration Statement No. 333-263220 Form S-8 Registration Statement No. 333-270344 Form S-8 Registration Statement No. 333-278501 FOR |
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| March 19, 2025 |
S-8 POS (REG NUMBER 333-263220) As filed with the U.S. Securities and Exchange Commission on March 19, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment to: Form S-8 Registration Statement No. 333-255063 Form S-8 Registration Statement No. 333-263220 Form S-8 Registration Statement No. 333-270344 Form S-8 Registration Statement No. 333-278501 FOR |
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| March 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40299 Achilles Therapeutics plc The Nasdaq Stock Market LLC (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 3rd F |
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| March 11, 2025 |
As filed with the U.S. Securities and Exchange Commission on March 11, 2025 As filed with the U.S. Securities and Exchange Commission on March 11, 2025 Registration No. 333-268239 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment to: Form F-3 Registration Statement No. 333-268239 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Achilles Therapeutics plc (Exact Name of Registrant as Specified in Its Charter) En |
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| February 28, 2025 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2025 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 3rd Floor, 1 Ashley Road Altrincham, Cheshire WA14 2DT United K |
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| February 28, 2025 |
Achilles Therapeutics Announces Voluntary Nasdaq Delisting and SEC Deregistration Exhibit 99.1 Achilles Therapeutics Announces Voluntary Nasdaq Delisting and SEC Deregistration London, UK 28 February 2025 – Achilles Therapeutics plc (NASDAQ: ACHL) (the Company) today announced that it has formally notified The Nasdaq Stock Market LLC (Nasdaq) of its intention to voluntarily delist its American Depositary Shares (ADSs) from Nasdaq and its intent to deregister its ADSs from the S |
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| February 4, 2025 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2025 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 3rd Floor, 1 Ashley Road Altrincham, Cheshire WA14 2DT United K |
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| February 4, 2025 |
EX-99.1 Exhibit 99.1 ACHILLES THERAPEUTICS PLC (Incorporated and registered in England and Wales under the Companies Act 2006 with registered number: 13027460) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action to be taken, please seek your own financial advice from your stockbroker, solicitor, accountant or other appropriately authorised ind |
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| February 4, 2025 |
EX-99.3 Exhibit 99.3 P.O. BOX 8016, CARY, NC 27512-9903 Your vote matters! Have your ballot ready and please use one of the methods below for easy voting: Your control number Have the 12 digit control number located in the box above available when you access the website and follow the instructions. Achilles Therapeutics plc For ADS Holders of record as of February 10, 2025 Thursday, March 20, 2025 |
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| February 4, 2025 |
EX-99.2 Exhibit 99.2 ACHILLES THERAPEUTICS PLC Company number: 13027460 (the “Company”) PROXY FORM for use at the general meeting of the Company to be held at the offices of Goodwin Procter (UK) LLP at Sancroft, 10-15 Newgate Street, London, EC1A 7AZ on 20 March 2025 at 14:00 (UK time) (the “General Meeting”) PLEASE READ THE NOTES BELOW BEFORE COMPLETING THIS PROXY FORM IN BLACK INK AND BLOCK CAPI |
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| February 4, 2025 |
EX-99.4 Exhibit 99.4 Dear valued ADR holder, We hereby inform you that a general meeting of Achilles Therapeutics plc (the “Company”) will take place on Thursday March 20, 2025 at 14:00 UK time (10:00 Eastern Time) at the offices of Goodwin Procter (UK) LLP at Sancroft, 10-15 Newgate Street, London, EC1A 7AZ, United Kingdom (the “GM”). As investors increasingly prefer to access GM-related informat |
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| January 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of January 2025 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 815 |
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| December 26, 2024 |
Exhibit 99.1 Achilles Therapeutics Announces Sale of Technology Assets to AstraZeneca - Proprietary data and samples from TRACERx and Achilles’ Material Acquisition Platform (MAP) will be transferred to AstraZeneca under the Transaction - - Conclusion of Strategic Review - London, UK 24 December 2024 – Achilles Therapeutics plc (NASDAQ: ACHL) today announced that it has transferred the commercial |
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| December 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of December 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| December 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of December 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| November 14, 2024 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| November 14, 2024 |
SC 13G/A 1 tm2426483d8sc13ga.htm SC 13G/A SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. 3)* Achilles Therapeutics plc (Name of Issuer) Ordinary Shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Chec |
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| November 14, 2024 |
Exhibit 99.1 Achilles Therapeutics Reports Third Quarter 2024 Financial Results – Cash position of $86.1 million as of September 30, 2024, not including cash R&D tax credit of $12.8 million received in October 2024 – London, UK 14 November 2024 – Achilles Therapeutics plc (NASDAQ: ACHL) today announced its financial results for the third quarter ended September 30, 2024, and recent corporate updat |
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| November 14, 2024 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 7 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| September 25, 2024 |
SC 13G 1 achl13g.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. )* Achilles Therapeutics plc (Name of Issuer) American Depositary Shares, each representing one ordinary share, nominal value of £0.001 p |
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| September 19, 2024 |
Exhibit 99.1 Achilles Therapeutics Announces Strategic Update –Achilles to discontinue development of TIL-based cNeT therapy– –Cash position of $95.1 million as of June 30, 2024– –BofA Securities engaged to provide strategic financial advice– London, UK 19 September 2024 – Achilles Therapeutics plc (NASDAQ: ACHL) today announced the discontinuation of its TIL-based cNeT program and closure of the |
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| September 19, 2024 |
6-K 1 d862804d6k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of September 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United |
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| August 14, 2024 |
Exhibit 99.1 Achilles Therapeutics Reports Second Quarter 2024 Financial Results and Recent Business Updates – Announced research collaboration with Arcturus Therapeutics to explore second-generation mRNA cancer vaccines using Achilles’ AI-powered, tumor-targeting technology – – Provided interim Phase I/IIa update on the use of cNeT in Advanced NSCLC and Melanoma including first patients with enha |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 |
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| August 14, 2024 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| August 14, 2024 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of June 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 4 |
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| May 24, 2024 |
Exhibit 99.3 Annual General Meeting of Achilles Therapeutics plc Date: June 25, 2024 See Voting Instruction On Reverse Side. Please make your marks like this: ‰’ Use pen only Annual General Meeting of Achilles Therapeutics plc to be Held on June 25, 2024 for Holders as of May 17, 2024 The Board of Directors recommend a vote for the approval of Resolutions 1 to 10 ORDINARY RESOLUTION Resolution 1 R |
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| May 24, 2024 |
Exhibit 99.2 ACHILLES THERAPEUTICS PLC Company number: 13027460 (the “Company”) PROXY FORM for use at the annual general meeting of the Company to be held at 245 Hammersmith Road, London, United Kingdom, W6 8PW on 25 June 2024 at 14:00 (UK time) (the “AGM”) PLEASE READ THE NOTES BELOW BEFORE COMPLETING THIS PROXY FORM IN BLACK INK AND BLOCK CAPITALS We, being a member of the Company, appoint the C |
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| May 24, 2024 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 815 |
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| May 24, 2024 |
Exhibit 99.4 Dear valued ADR holder, We hereby inform you that the 2024 annual general meeting of Achilles Therapeutics plc (the “Company”) will take place on Tuesday June 25, 2024 at 14:00 UK time (09:00 Eastern Time) at 245 Hammersmith Road, London W6 8PW (the “AGM”). As investors increasingly prefer to access AGM-related information online instead of receiving printed documents, and for environ |
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| May 24, 2024 |
Exhibit 99.1 ACHILLES THERAPEUTICS PLC 245 Hammersmith Road London W6 8PW United Kingdom (Incorporated and registered in England and Wales under the Companies Act 2006 with registered number: 13027460) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action to be taken, please seek your own financial advice from your stockbroker, solicitor, accoun |
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| May 17, 2024 |
Exhibit 99.1 Achilles Therapeutics Receives Nasdaq Deficiency Notice Regarding Minimum Bid Price Requirement - Achilles ADSs will continue to trade on the Nasdaq Global Select Market at this time, and the Company’s operations are not affected by the receipt of the Notice - London, UK 17 May 2024 – Achilles Therapeutics plc (NASDAQ: ACHL), a clinical-stage biopharmaceutical company developing AI-po |
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| May 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 8, 2024 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2024 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 8, 2024 |
Exhibit 99.1 Achilles Therapeutics Reports First Quarter 2024 Financial Results and Recent Business Highlights – Provided interim Phase I/IIa update on clonal neoantigen reactive T cells in advanced NSCLC and melanoma – – Evaluating the benefit of enhanced host conditioning with further data expected in 2H 2024 – – Strong cash position of $112.3 million supports operations through 2025 – London, M |
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| May 8, 2024 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| April 4, 2024 |
Consent of Independent Registered Public Accounting Firm ` Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statements (No. 333-270344; 333-263220; and 333-255063) on Form S-8, and registration statement (No. 333-268239) on Form F-3 of our report dated April 4, 2024, with respect to the consolidated financial statements of Achilles Therapeutics plc. /s/ KPMG LLP Readin |
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| April 4, 2024 |
Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the annual report on Form 20-F of Achilles Therapeutics plc (the “Company”) for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned o |
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| April 4, 2024 |
CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Exhibit 12.2 CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED I, Robert Coutts, certify that: 1. I have reviewed this Annual Report on Form 20-F of Achilles Therapeutics plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| April 4, 2024 |
ACHILLES THERAPEUTICS PLC. Dodd-frank compensation Recoupment Policy Exhibit 97 ACHILLES THERAPEUTICS PLC. Dodd-frank compensation Recoupment Policy 1. Purpose; Overview. The purpose of this Dodd-Frank Compensation Recoupment Policy (this “Policy”) is to set forth the circumstances under which a Covered Executive will be required to repay or return Erroneously Awarded Compensation to Achilles Therapeutics plc (together with its Affiliates, the “Company”). The Commi |
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| April 4, 2024 |
Exhibit 4.7 This Amendment Two is effective from 22 February 2024 BETWEEN: (1) CELL THERAPY CATAPULT LIMITED, trading as Cell and Gene Therapy Catapult, incorporated and registered in England and Wales with company number 07964711 whose registered office is at 12th Floor Tower Wing, Guys Hospital, Great Maze Pond, London, SE1 9RT (“Catapult”); and (2) ACHILLES THERAPEUTICS UK LIMITED, a company in |
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| April 4, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Achilles Therapeutics plc (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value £0. |
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| April 4, 2024 |
Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the annual report on Form 20-F of Achilles Therapeutics plc (the “Company”) for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned o |
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| April 4, 2024 |
Exhibit 4.9 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. DATED November 29, 2023 (1) CANCER RESEARCH TECHNOLOGY LIMITED TRADING AS CANCER RESEARCH HORIZONS - and - (2) ACHILLES THERAPEU |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| April 4, 2024 |
CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Exhibit 12.1 CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED I, Iraj Ali, certify that: 1. I have reviewed this Annual Report on Form 20-F of Achilles Therapeutics plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circ |
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| April 4, 2024 |
As filed with the Securities and Exchange Commission on April 4, 2024 S-8 As filed with the Securities and Exchange Commission on April 4, 2024 Registration No. |
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| March 29, 2024 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 2) Achilles Therapeutics plc (Name of Issuer) Ordinary Shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) March 29, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 14, 2024 |
SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2024 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Achilles Therapeutics plc (Name of Issuer) American Depositary Shares and Ordinary Shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102 ** (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this S |
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| February 13, 2024 |
EX-99.1 2 d782156dex991.htm EX-99.1 Exhibit 99.1 AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares (represented by ADS, each of which represents one Ordinary Share) of Achilles T |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November 2023 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| November 13, 2023 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| November 13, 2023 |
Exhibit 99.1 Achilles Therapeutics Reports Third Quarter 2023 Financial Results and Recent Highlights – On track to dose 15-20 patients with higher dose cNeT by year-end 2023 – – Clinical and translational science data update from the ongoing Phase I/IIa trials in NSCLC and melanoma expected in Q1 2024 with additional data available in mid-2024 – – Strong cash position of $140 million supports ope |
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| November 13, 2023 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 7 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| September 22, 2023 |
Exhibit 99.1 Achilles Therapeutics Receives Nasdaq Deficiency Notice Regarding Minimum Bid Price Requirement - Achilles ADSs will continue to trade on the Nasdaq Global Select Market at this time, and the Company’s operations are not affected by the receipt of the Notice - London, UK 22 September 2023 – Achilles Therapeutics plc (NASDAQ: ACHL), a clinical-stage biopharmaceutical company developing |
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| September 22, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of September 2023 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0) |
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| August 4, 2023 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2023 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 |
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| August 4, 2023 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| August 4, 2023 |
Exhibit 99.1 Achilles Therapeutics Reports Second Quarter 2023 Financial Results and Recent Business Highlights - Clinical and translational science data expected in the fourth quarter of 2023 from the ongoing Phase I/IIa trials in NSCLC and melanoma - - neoRankerTM immunogenicity prediction module of PELEUS™ increases the likelihood of identifying multiple memory T cell responses - - Strong cash |
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| June 29, 2023 |
EX-99.1 Exhibit 99.1 ACHILLES THERAPEUTICS PLC 245 Hammersmith Road London W6 8PW United Kingdom (Incorporated and registered in England and Wales under the Companies Act 2006 with registered number: 13027460) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt as to the action to be taken, please seek your own financial advice from your stockbroker, solicitor, |
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| June 29, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of June 2023 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2023 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 10, 2023 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| May 10, 2023 |
Exhibit 99.1 Achilles Therapeutics Reports First Quarter 2023 Financial Results and Recent Business Highlights - Phase I/IIa clinical trials in NSCLC and melanoma progressing with additional clinical and translational science data expected in the fourth quarter of 2023 - - Strong cash position of $158.5 million supports operations into mid-2025 - London, UK 10 May 2023 – Achilles Therapeutics plc |
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| May 10, 2023 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| April 24, 2023 |
6-K 1 achl-2022-6-knod.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of April 2023 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW Unit |
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| March 8, 2023 |
As filed with the Securities and Exchange Commission on March 8, 2023 S-8 As filed with the Securities and Exchange Commission on March 8, 2023 Registration No. |
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| March 8, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Achilles Therapeutics plc (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value £0. |
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| March 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| March 7, 2023 |
Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the annual report on Form 20-F of Achilles Therapeutics plc (the “Company”) for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned o |
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| March 7, 2023 |
EX-13 6 achl-ex132.htm EX-13.2 Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the annual report on Form 20-F of Achilles Therapeutics plc (the “Company”) for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (t |
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| March 7, 2023 |
Exhibit 12.1 CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED I, Iraj Ali, certify that: 1. I have reviewed this Annual Report on Form 20-F of Achilles Therapeutics plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circ |
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| March 7, 2023 |
Exhibit 12.2 CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED I, Robert Coutts, certify that: 1. I have reviewed this Annual Report on Form 20-F of Achilles Therapeutics plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| March 7, 2023 |
Consent of Independent Registered Public Accounting Firm. ` Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statement (No. 333-263220) and (No. 333-255063) on Form S-8 of our report dated March 7, 2023, with respect to the consolidated financial statements of Achilles Therapeutics plc. /s/ KMPG LLP Reading, United Kingdom March 7, 2023 |
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| February 14, 2023 |
ACHL / Achilles Therapeutics plc / Redmile Group, LLC - SC 13G/A Passive Investment SC 13G/A 1 tm236041d19sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Achilles Therapeutics plc (Name of Issuer) American Depositary Shares, each representing one Ordinary Share, £0.001 par value (Title of Class of Securities) 00449L102** (CUSIP Number) December 31, 2022 (Date of Ev |
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| February 14, 2023 |
ACHL / Achilles Therapeutics plc / BAKER BROS. ADVISORS LP - SC 13G/A Passive Investment SC 13G/A 1 tm234999d4sc13ga.htm SC 13G/A SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Achilles Therapeutics plc (Name of Issuer) Ordinary Shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check |
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| February 14, 2023 |
SC 13G/A 1 pt7213ga.htm SCHEDULE 13G/A, AMENDMENT #1 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* (Name of Issuer) Achilles Therapeutics plc (Title |
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| February 14, 2023 |
EX-99.1 2 tm236041d19ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the “Schedule 13G”) relating to the American Depositary Sh |
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| February 13, 2023 |
ACHL / Achilles Therapeutics plc / Artal International S.C.A. - SC 13G/A Passive Investment SC 13G/A 1 d474145dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 1) Achilles Therapeutics plc (Name of Issuer) Ordinary Shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Sta |
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| December 30, 2022 |
ACHL / Achilles Therapeutics plc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* ACHILLES THERAPEUTICS PLC (Name of Issuer) Ordinary shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Attn: Peter Kolchinsky Telephone: 617.77 |
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| December 23, 2022 |
ACHL / Achilles Therapeutics plc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* ACHILLES THERAPEUTICS PLC (Name of Issuer) Ordinary shares, nominal value ?0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Attn: Peter Kolchinsky Telephone: 617.77 |
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| December 15, 2022 |
ACHL / Achilles Therapeutics plc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ACHILLES THERAPEUTICS PLC (Name of Issuer) Ordinary shares, nominal value ?0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Attn: Peter Kolchinsky Telephone: 617.77 |
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| November 15, 2022 |
VIA EDGAR November 15, 2022 United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N. |
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| November 8, 2022 |
As filed with the U.S. Securities and Exchange Commission November 8, 2022 Table of Contents As filed with the U.S. Securities and Exchange Commission November 8, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Achilles Therapeutics plc (Exact name of Registrant as specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of in |
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| November 8, 2022 |
Exhibit 4.6 ACHILLES THERAPEUTICS PLC FORM OF SENIOR INDENTURE Dated as of [ ], 20[ ] [ ] Trustee Table of Contents Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 5 Section 1.03 Incorporation by Reference of Trust Indenture Act 5 Section 1.04 Rules of Construction 6 ARTICLE II THE SECURITIES 6 Section 2.01 Issuable in Series 6 |
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| November 8, 2022 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders’ Equity 4 Condensed Consolidated Statements of Cash Flows 6 Notes to Condensed Consolidated Financial Statements 8 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| November 8, 2022 |
EX-FILING FEES 7 d374528dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table Form F-3 (Form Type) Achilles Therapeutics plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate(4) |
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| November 8, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| November 8, 2022 |
Form of Subordinated Indenture. Exhibit 4.7 ACHILLES THERAPEUTICS PLC FORM OF SUBORDINATED INDENTURE Dated as of [ ], 20[ ] [ ] Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 5 Section 1.03 Incorporation by Reference of Trust Indenture Act 5 Section 1.04 Rules of Construction 6 ARTICLE II THE SECURITIES 6 Section 2.01 Issuable in Ser |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November 2022 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| November 8, 2022 |
Exhibit 99.1 Achilles Therapeutics Reports Third Quarter 2022 Financial Results and Recent Business Highlights - Interim update from the ongoing Phase I/IIa trials in advanced NSCLC (CHIRON) and melanoma (THETIS) to be presented at the ESMO Immuno-Oncology Annual Congress 2022 - - Strong cash balance of $179.9 million supports all planned operations into Q2 2025 - London, November 8, 2022 – Achill |
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| August 9, 2022 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders? Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2022 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 |
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| August 9, 2022 |
Exhibit 99.1 Achilles Therapeutics Reports Second Quarter 2022 Financial Results and Recent Business Highlights - Additional clinical data from the ongoing Phase I/IIa trials in advanced NSCLC (CHIRON) and melanoma (THETIS) expected to be available in Q4 2022 - - Cell & Gene Therapy Catapult manufacturing facility approved by MHRA for cNeT production in CHIRON and THETIS clinical trials - - Strong |
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| August 9, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| July 25, 2022 |
ACHL / Achilles Therapeutics plc / Point72 Asset Management, L.P. - SCHEDULE 13G Passive Investment 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.)* (Name of Issuer) Achilles Therapeutics plc (Title of Class of Securities) Ordinary shares, nominal value |
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| July 25, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| June 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of June 2022 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 4 |
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| May 26, 2022 |
Exhibit 99.3 Annual General Meeting of Achilles Therapeutics plc Date: June 28, 2022 See Voting Instruction On Reverse Side. Please make your marks like this: Use pen only The Board of Directors recommend a vote for the approval of Resolutions 1 to 11 ORDINARY RESOLUTION For Against Abstain Resolution 1 Re-election of Edwin Moses Non-Executive Director Resolution 2 Re-election of Iraj Ali Executiv |
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| May 26, 2022 |
EX-99.2 Exhibit 99.2 ACHILLES THERAPEUTICS PLC Company number: 13027460 (the “Company”) PROXY FORM for use at the annual general meeting of the Company to be held at 245 Hammersmith Road, London, United Kingdom, W6 8PW on 28 June 2022 at 17:00 (UK time) (the “AGM”) PLEASE READ THE NOTES BELOW BEFORE COMPLETING THIS PROXY FORM IN BLACK INK AND BLOCK CAPITALS We, being a member of the Company, appoi |
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| May 26, 2022 |
Exhibit 99.4 Dear valued ADR holder, We hereby inform you that the 2022 annual general meeting of Achilles Therapeutics plc (the ?Company?) will take place on Tuesday, June 28, 2022 at 17:00 UK time (12:00 Eastern Time) at 245 Hammersmith Road, London W6 8PW (the ?AGM?). As investors increasingly prefer to access AGM-related information online instead of receiving printed documents, and for enviro |
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| May 26, 2022 |
Exhibit 99.1 ACHILLES THERAPEUTICS PLC 245 Hammersmith Road London W6 8PW United Kingdom (Incorporated and registered in England and Wales under the Companies Act 2006 with registered number: 13027460) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action to be taken, please seek your own financial advice from your stockbroker, solicitor, accoun |
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| May 26, 2022 |
6-K 1 d356557d6k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2022 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingd |
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| May 10, 2022 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| May 10, 2022 |
Exhibit 99.1 Achilles Therapeutics Reports First Quarter 2022 Financial Results and Recent Business Highlights - Dosed first patient with higher-dose (Process 2) cNeT for advanced NSCLC (CHIRON) and initiated enrollment of cNeT + PD-1 inhibitor combination (THETIS Cohort B) for metastatic malignant melanoma - - Expanded global manufacturing by increasing capacity in the UK and establishing a US cl |
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| May 10, 2022 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders? Equity 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2022 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2022 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 4, 2022 |
Achilles Therapeutics Appoints Bernhard Ehmer to Board of Directors Exhibit 99.1 Achilles Therapeutics Appoints Bernhard Ehmer to Board of Directors London, UK 4 May 2022 ? Achilles Therapeutics plc (NASDAQ: ACHL), a clinical-stage biopharmaceutical company developing precision T cell therapies to treat solid tumors, today announced the appointment of Bernhard Ehmer, MD, to the Board as a Non-Executive Director. Bernhard joins Achilles with a strong track record i |
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| March 2, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Achilles Therapeutics plc (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value ?0. |
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| March 2, 2022 |
As filed with the Securities and Exchange Commission on March 2, 2022 As filed with the Securities and Exchange Commission on March 2, 2022 Registration No. |
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| March 1, 2022 |
Consent of Independent Registered Public Accounting Firm. Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statement (No. 333-255063) on Form ?S-8 of our report dated March 1, 2022, with respect to the consolidated financial statements of Achilles Therapeutics plc. /s/ KMPG LLP United Kingdom March 1, 2022 |
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| March 1, 2022 |
EXHIBIT 2.1 ACHILLES THERAPEUTICS PLC AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement March 30, 2021 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares. 1 SECTION 1.2. Commission. 2 SECTION 1.3. Company. 2 SECTION 1.4. Custodian. 2 SECTION 1.5. Deliver; Surrender. 2 SECTION 1.6. Deposit Agreement. |
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| March 1, 2022 |
Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the annual report on Form 20-F of Achilles Therapeutics plc (the “Company”) for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned o |
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| March 1, 2022 |
Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the annual report on Form 20-F of Achilles Therapeutics plc (the “Company”) for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned o |
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| March 1, 2022 |
Exhibit 12.1 CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED I, Iraj Ali, certify that: 1. I have reviewed this Annual Report on Form 20-F of Achilles Therapeutics plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circ |
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| March 1, 2022 |
Exhibit 12.2 CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED I, Robert Coutts, certify that: 1. I have reviewed this Annual Report on Form 20-F of Achilles Therapeutics plc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| March 1, 2022 |
Exhibit 2.3 DESCRIPTION OF SECURITIES As of December 31, 2021 Achilles Therapeutics plc ( the ?Company,? ?Achilles,? ?we,? ?us,? or ?our?) had the following series of securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): Title of each class Trading symbol(s) Name of each exchange on which registered Ordinary shares, nominal value ? |
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| March 1, 2022 |
Articles of Association of Achilles Therapeutics plc. EXHIBIT 1.1 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION of ACHILLES THERAPEUTICS PLC (REGISTERED NUMBER: 13027460) (Adopted on 6 April 2021 by a special resolution passed on 15 March 2021 and amended by a special resolution passed on 28 June 2021) TABLE OF CONTENTS 1. Applicability of the Model Articles 1 2. Definitions and Interpretation 1 3. Form of Resolution |
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| February 14, 2022 |
Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the ?Schedule 13G?) relating to the American Depositary Shares, each representing one Ordinary Share, $ |
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| February 14, 2022 |
EXHIBIT 99.1 AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that this Statement on Schedule 13G (including additional amendments thereto) relating to the Ordinary Shares of Achilles Therapeutics plc is being filed with the Securities and Exchange Commission on behalf of each of them. February 14, 2022 BAKER BROS. AD |
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| February 14, 2022 |
ACHL / Achilles Therapeutics plc / Redmile Group, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Achilles Therapeutics plc (Name of Issuer) American Depositary Shares, each representing one Ordinary Share, ?0.001 par value (Title of Class of Securities) 00449L102** (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appro |
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| February 14, 2022 |
ACHL / Achilles Therapeutics plc / BAKER BROS. ADVISORS LP - SC 13G Passive Investment SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 11, 2022 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Achilles Therapeutics plc (Name of Issuer) American Depositary Shares, each representing one ordinary share, nominal value £0.001 per share (Title of Class of Securities) 00449L102 (CUSIP Number) 31 DECEMBER 2021 (Date of Event Which Requires Filin |
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| February 11, 2022 |
ACHL / Achilles Therapeutics plc / Syncona Portfolio Ltd - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Achilles Therapeutics plc (Name of Issuer) American Depositary Shares and Ordinary Shares, nominal value ?0.001 per share (Title of Class of Securities) 00449L102 ** (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) |
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| February 11, 2022 |
/s/ Martin Murphy Martin Murphy Exhibit 99.1 AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares (represented by ADS, each of which represents one Ordinary Share) of Autolus Therapeutics plc and further agree tha |
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| November 9, 2021 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations and Comprehensive Loss 3 Condensed Consolidated Statements of Shareholders? Equity 4 Condensed Consolidated Statements of Cash Flows 6 Notes to Condensed Consolidated Financial Statements 7 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance Sheets (Unaudited |
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| November 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November 2021 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 81 |
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| November 9, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| November 9, 2021 |
Exhibit 99.1 Achilles Therapeutics Reports Third Quarter 2021 Financial Results and Recent Business Highlights - Oral Presentation at European Society for Gene and Cell Therapy (ESGCT) demonstrated ability to generate potent anti-cancer cell therapy candidates in multiple solid tumor types - - Society for Immunotherapy of Cancer (SITC) abstracts highlight the ability to detect, quantify and track |
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| August 10, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS EX-99.3 4 d202347dex993.htm EX-99.3 Exhibit 99.3 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, |
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| August 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2021 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 |
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| August 10, 2021 |
Exhibit 99.1 Achilles Therapeutics Reports Second Quarter 2021 Financial Results and Recent Business Highlights ? Presentations of translational science data at AACR and ASCO illustrate crucial path to potency assay ? ? Data from ten patients across CHIRON and THETIS studies anticipated in the fourth quarter of 2021 ? London, UK 10 August 2021 ? Achilles Therapeutics plc (NASDAQ: ACHL), a clinical |
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| August 10, 2021 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets F-2 Condensed Consolidated Statements of Operations and Comprehensive Loss F-3 Condensed Consolidated Statements of Shareholders? Equity F-4 Condensed Consolidated Statements of Cash Flows F-6 Notes to Condensed Consolidated Financial Statements F-7 F-1 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance She |
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| June 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of June 2021 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 4 |
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| May 26, 2021 |
Exhibit 99.4 Dear valued ADR holder, We herewith inform you that the 2021 ordinary Annual General Meeting of Achilles Therapeutics plc (the ?Company?) will take place on Friday, June 28, 2021 at 17:00 UK time (12:00 Eastern Time), at 245 Hammersmith Road, London W6 8PW (the ?AGM?). The AGM will be held as a virtual meeting, i.e. the meeting will be broadcast on a listen-only basis to shareholders |
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| May 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2021 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 26, 2021 |
Exhibit 99.2 ACHILLES THERAPEUTICS PLC Company number: 13027460 (the ?Company?) PROXY FORM for use at the annual general meeting of the Company to be held at 245 Hammersmith Road, London, United Kingdom, W6 8PW on 28 June 2021 at 17:00 (UK time) (the ?AGM?) PLEASE READ THE NOTES BELOW BEFORE COMPLETING THIS PROXY FORM IN BLACK INK AND BLOCK CAPITALS We, being a member of the Company, appoint the C |
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| May 26, 2021 |
Exhibit 99.1 ACHILLES THERAPEUTICS PLC (the ?Company?) 245 Hammersmith Road London W6 8PW United Kingdom (Incorporated and registered in England and Wales under the Companies Act 2006 with registered number: 13027460) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action to be taken, please seek your own financial advice from your stockbroker, s |
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| May 26, 2021 |
Exhibit 99.3 Annual General Meeting of Achilles Therapeutics plc Date: June 28, 2021 See Voting Instruction On Reverse Side. Please make your marks like this: x Use pen only The Board of Directors recommend a vote for the approval of Resolutions 1 to 9 Annual General Meeting of Achilles Therapeutics plc to be Held on June 28, 2021 for Holders as of May 19, 2021 Please separate carefully at the per |
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| May 11, 2021 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Condensed Consolidated Balance Sheets F-2 Condensed Consolidated Statements of Operations and Comprehensive Loss F-3 Condensed Consolidated Statements of Shareholders? Equity F-4 Condensed Consolidated Statements of Cash Flows F-5 Notes to Condensed Consolidated Financial Statements F-6 F-1 ACHILLES THERAPEUTICS PLC Condensed Consolidated Balance She |
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| May 11, 2021 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2021 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 11, 2021 |
Exhibit 99.1 Achilles Therapeutics Reports First Quarter 2021 Financial Results and Recent Business Highlights - Reported first clinical data from the CHIRON and THETIS trials and received recommendation from the Independent Data Safety Monitoring Committee to continue trials as planned - - Completed initial public offering of ADSs raising $175.5 million in gross proceeds - London, UK 11 May 2021 |
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| May 11, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes appearing elsewhere in this Report of Foreign Private Issuer on Form 6-K, or Report, and our audited consolida |
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| May 3, 2021 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2021 Commission File Number: 001-40299 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) 245 Hammersmith Road London W6 8PW United Kingdom Tel: +44 (0)20 8154 46 |
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| May 3, 2021 |
Exhibit 99.1 Achilles Therapeutics Appoints Julie O?Neill to Board of Directors and Markwin Velders, Ph.D. joins Scientific Advisory Board London, UK 3 May 2021 ? Achilles Therapeutics plc (NASDAQ: ACHL), a clinical-stage biopharmaceutical company developing precision T cell therapies to treat solid tumors, today announces the appointment of Julie O?Neill as a Non-Executive Director to the Board a |
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| April 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment )* Achilles Therapeutics plc (Name of Issuer) Ordinary shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Attn: Peter Kolchinsky Telephone: 617.778.2500 |
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| April 15, 2021 |
EX-99.1 2 d174635dex991.htm EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT The undersigned agree that the statement on Schedule 13G with respect to the Ordinary Shares, nominal value £0.001 per share, of Achilles Therapeutics plc, dated as of April 15, 2021, is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of them pursuant to and in accordance with the p |
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| April 15, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. ) Achilles Therapeutics plc (Name of Issuer) Ordinary Shares, nominal value £0.001 per share (Title of Class of Securities) 00449L102** (CUSIP Number) April 5, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| April 6, 2021 |
As filed with the Securities and Exchange Commission on April 6, 2021 Registration No. |
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| March 31, 2021 |
Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-253735 PROSPECTUS 9,750,000 American Depositary Shares Representing 9,750,000 Ordinary Shares This is the initial public offering of American Depositary Shares, or ADSs, representing ordinary shares, nominal value ?0.001 per share, or ordinary shares, of Achilles Therapeutics plc. We are offering 9,750,000 ADSs. Each ADS repre |
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| March 29, 2021 |
March 29, 2021 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N. |
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| March 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) England and Wales Not applicable (State of incorporation or organization) (I.R.S. Employer Identification No.) 245 H |
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| March 29, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on March 29, 2021. |
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| March 26, 2021 |
[Remainder of page left intentionally blank] VIA EDGAR March 26, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N.E. Washington, D.C. 20549 Attention: Christopher Edwards and Suzanne Hayes Re: Achilles Therapeutics plc Acceleration Request for Registration Statement on Form F-1 File No. 333-253735 Acceleration Request Requested Date: March 30, 2021 Requested Time: 4:00 p.m., Eastern |
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| March 26, 2021 |
VIA EDGAR March 26, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N.E. Washington, D.C. 20549 Attention: Christopher Edwards and Suzanne Hayes Re: Achilles Therapeutics plc Acceleration Request for Registration Statement on Form F-1 File No. 333-253735 Acceleration Request Requested Date: March 30, 2021 Requested Time: 4:00 p.m., Eastern |
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| March 25, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on March 25, 2021. |
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| March 25, 2021 |
Exhibit 3.2 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION of ACHILLES THERAPEUTICS PLC (REGISTERED NUMBER: 13027460) (Adopted on March 2021 by a special resolution passed on 15 March 2021) TABLE OF CONTENTS 1. Applicability of the Model Articles 1 2. Definitions and Interpretation 1 3. Form of Resolution 4 4. Capital 4 5. Limited Liability 4 6. Change of Name 4 7. |
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| March 25, 2021 |
March 25, 2021 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N. |
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| March 10, 2021 |
Table of Contents Exhibit 10.7 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. STRICTLY PRIVATE AND CONFIDENTIAL 24 May 2016 LICENCE AGREEMENT (1) ACHILLESTX LIMITED (2) CANCER RESEARCH TE |
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| March 10, 2021 |
As filed with the Securities and Exchange Commission on March 10, 2021. Registration No. 333-253735 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Achilles Therapeutics plc (Exact name of registrant as specified in its charter) United Kingdom 2836 Not Applicable (State or other jurisdiction |
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| March 10, 2021 |
CONFIDENTIAL TREATMENT REQUESTED BY ACHILLES THERAPEUTICS PLC Goodwin Procter LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 goodwinlaw. |
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| March 1, 2021 |
Articles of Association of Achilles Therapeutics plc, as currently in effect. Exhibit 3.1 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION OF ACHILLES THERAPEUTICS PLC (Company No. 13027460) (Adopted by a special resolution passed on 8 February 2021) TABLE OF CONTENTS 1. INTRODUCTION 1 2. DEFINITIONS 1 3. SHARE CAPITAL 12 4. DIVIDENDS 13 5. LIQUIDATION PREFERENCE 13 6. EXIT PROVISIONS 14 7. CONVERSION OF SHARES 16 8. VOTES IN GENERAL MEETING 1 |
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| March 1, 2021 |
Subsidiaries of the registrant. Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Achilles Therapeutics Holdings Limited England and Wales Achilles Therapeutics UK Limited England and Wales Achilles Therapeutics US, Inc. Delaware |
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| March 1, 2021 |
Form of American Depositary Receipt (included in Exhibit 4.1). Exhibit 4.1 ACHILLES THERAPEUTICS PLC AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement , 2021 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares 1 SECTION 1.2. Commission 2 SECTION 1.3. Company 2 SECTION 1.4. Custodian 2 SECTION 1.5. Deliver; Surrender 2 SECTION 1.6. Deposit Agreement 3 SECTION 1.7. |
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| March 1, 2021 |
2020 Omnibus Plan, as amended, and forms of award agreements thereunder. Exhibit 10.1 ACHILLES TX LIMITED OMNIBUS PLAN SECTION 1. PURPOSE The purpose of this Omnibus Plan is to maximise the ability of Achilles TX Limited (the ?Company?) to attract, motivate and retain Service Providers who make, or will make, valuable contributions to the Company, by providing these Service Providers with equity ownership opportunities through Share Plans. This Omnibus Plan is a prefac |
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| March 1, 2021 |
Exhibit 10.2 ACHILLES THERAPEUTICS PLC 2021 EMPLOYEE SHARE PURCHASE PLAN The purpose of the Achilles Therapeutics plc 2021 Employee Share Purchase Plan (?the Plan?) is to provide eligible employees of Achilles Therapeutics plc (the ?Company?) and each other Designated Company (as defined in Section 11) with opportunities to purchase Shares. Shares in the aggregate have been approved and reserved f |
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| March 1, 2021 |
Exhibit 10.5 Eversheds Sutherland (International) LLP One Wood Street London EC2V 7WS United Kingdom T: +44 20 7497 9797 F: +44 20 7919 4919 DX 154280 Cheapside 8 eversheds-sutherland.com Dated: February 21, 2020 (1) 245 HAMMERSMITH ROAD NOMINEE 1 LIMITED, 245 HAMMERSMITH ROAD NOMINEE 2 LIMITED and 245 HAMMERSMITH ROAD LIMITED PARTNERSHIP (acting through its general partner 245 HAMMERSMITH ROAD GE |
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| March 1, 2021 |
Exhibit 10.8 DATED 16 December 2020 KF07/672494.07246 (1) RLUKREF NOMINEES (UK) ONE LIMITED AND RLUKREF NOMINEES (UK) TWO LIMITED in their capacity as bare trustees for and on behalf of HSBC BANK PLC acting in its capacity as depositary for THE ROYAL LONDON UK REAL ESTATE FUND (2) ACHILLES THERAPEUTICS LIMITED LEASE of Unit B, Hayes 180,1-3 Uxbridge Road, London UB4 OJN CONTENTS Clause Page PRESCR |
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| March 1, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 ACHILLES THERAPEUTICS PLC [ ? ] American Depositary Shares representing [ ? ] Ordinary Shares Underwriting Agreement [ ? ], 2021 J.P. Morgan Securities LLC BofA Securities, Inc. Piper Sandler & Co. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o BofA Securities, Inc. One Bryant Par |
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| March 1, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on March 1, 2021. |
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| March 1, 2021 |
Form of Employment Agreement with Iraj Ali (to be entered into in connection with this offering). Exhibit 10.9 STRICTLY PRIVATE AND CONFIDENTIAL Dated 2021 ACHILLES THERAPEUTICS PLC and IRAJ ALI SERVICE AGREEMENT GQ|Litter 21 Ironmonger Lane London EC2V 8EY Tel: 0203 375 0330 gqemploymentlaw.com THIS AGREEMENT is entered into between the parties on 2021 PARTIES (1) ACHILLES THERAPEUTICS PLC a company incorporated and registered in England and Wales with company number 13027460 and whose regist |
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| March 1, 2021 |
2021 Omnibus Plan (to be adopted prior to the effectiveness of this registration statement). Exhibit 10.3 ACHILLES THERAPEUTICS PLC 2021 OMNIBUS INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Achilles Therapeutics plc 2021 Omnibus Incentive Plan (the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Achilles Therapeutics plc (the ?Company?) and its Affiliates upon w |
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| March 1, 2021 |
Form of Deed of Indemnity between Achilles Therapeutics plc and each of its Directors and Officers. Exhibit 10.10 ACHILLES THERAPEUTICS PLC [Name of Director or Officer] [Address] 2021 Dear [Name of Director or Officer], Achilles Therapeutics plc (the ?Company?) and your role as a director/officer of the Company As you are aware the articles of association of the Company (the ?Articles?) contain provisions, at Article 140, granting an indemnity to the directors and officers of the Company from t |
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| March 1, 2021 |
Exhibit 10.4 ACHILLES TX LIMITED AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered on the day of February 2021, by and among ACHILLES TX LIMITED (Company no. 13027460) (the ?Company?), ACHILLES THERAPEUTICS UK LIMITED (Company no. 10167668) (?ATUK?), CANCER RESEARCH TECHNOLOGY LIMITED (?CRT?) (Company no. 016260 |
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| March 1, 2021 |
Table of Contents Exhibit 10.7 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. STRICTLY PRIVATE AND CONFIDENTIAL 24 May 2016 LICENCE AGREEMENT (1) ACHILLESTX LIMITED (2) CANCER RESEARCH TE |
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| March 1, 2021 |
Exhibit 10.6 DATED 28th February 2020 (1) ACHILLES THERAPEUTICS LIMITED - and - (2) CELL THERAPY CATAPULT LIMITED COLLABORATION AGREEMENT THIS COLLABORATION AGREEMENT (the ?Agreement) is dated the 28th February 2020 (the ?Effective Date?) BETWEEN (1) Achilles Therapeutics Limited, a company incorporated in England and Wales with company number 10167668 whose registered office is at Stevenage Biosc |
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| February 2, 2021 |
Table of Contents As confidentially submitted to the Securities and Exchange Commission on February 2, 2021 as Amendment No. |
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| February 2, 2021 |
Table of Contents Exhibit 10.7 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. STRICTLY PRIVATE AND CONFIDENTIAL 24 May 2016 LICENCE AGREEMENT (1) ACHILLESTX LIMITED (2) CANCER RESEARCH TE |
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| January 8, 2021 |
EX-10.5 5 filename5.htm Exhibit 10.5 Eversheds Sutherland (International) LLP One Wood Street London EC2V 7WS United Kingdom T: +44 20 7497 9797 F: +44 20 7919 4919 DX 154280 Cheapside 8 eversheds-sutherland.com Dated: February 21, 2020 (1) 245 HAMMERSMITH ROAD NOMINEE 1 LIMITED, 245 HAMMERSMITH ROAD NOMINEE 2 LIMITED and 245 HAMMERSMITH ROAD LIMITED PARTNERSHIP (acting through its general partner |
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| January 8, 2021 |
Exhibit 10.8 DATED 16 December 2020 KF07/672494.07246 (1) RLUKREF NOMINEES (UK) ONE LIMITED AND RLUKREF NOMINEES (UK) TWO LIMITED in their capacity as bare trustees for and on behalf of HSBC BANK PLC acting in its capacity as depositary for THE ROYAL LONDON UK REAL ESTATE FUND (2) ACHILLES THERAPEUTICS LIMITED LEASE of Unit B, Hayes 180,1-3 Uxbridge Road, London UB4 OJN CONTENTS Clause Page PRESCR |
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| January 8, 2021 |
Table of Contents As confidentially submitted to the Securities and Exchange Commission on January 8, 2021 as Amendment No. |
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| January 8, 2021 |
Exhibit 3.1 (Adopted by a special resolution passed on 18 November 2020) THE COMPANIES ACT 2006 COMPANY LIMITED BY SHARES NEW ARTICLES OF ASSOCIATION OF ACHILLES THERAPEUTICS LIMITED (Adopted by a special resolution passed on 18 November 2020) TABLE OF CONTENTS 1. INTRODUCTION 1 2. DEFINITIONS 1 3. SHARE CAPITAL 12 4. DIVIDENDS 13 5. LIQUIDATION PREFERENCE 13 6. EXIT PROVISIONS 14 7. CONVERSION OF |
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| January 8, 2021 |
ACHILLES THERAPEUTICS LIMITED REGISTRATION RIGHTS AGREEMENT EXHIBIT 10.4 ACHILLES THERAPEUTICS LIMITED REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the day of November 2020, by and among ACHILLES THERAPEUTICS LIMITED (the ?Company?) (Company no. 10167668), CANCER RESEARCH TECHNOLOGY LIMITED (?CRT?) (Company no. 01626049) and the investors listed on Exhibit A hereto, referred to hereinafter as the |
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| January 8, 2021 |
ACHILLES TX LIMITED OMNIBUS PLAN EX-10.1 3 filename3.htm Exhibit 10.1 ACHILLES TX LIMITED OMNIBUS PLAN SECTION 1. PURPOSE The purpose of this Omnibus Plan is to maximise the ability of Achilles TX Limited (the ‘Company’) to attract, motivate and retain Service Providers who make, or will make, valuable contributions to the Company, by providing these Service Providers with equity ownership opportunities through Share Plans. This |
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| January 8, 2021 |
EX-10.6 6 filename6.htm Exhibit 10.6 DATED 28th February 2020 (1) ACHILLES THERAPEUTICS LIMITED - and - (2) CELL THERAPY CATAPULT LIMITED COLLABORATION AGREEMENT THIS COLLABORATION AGREEMENT (the “Agreement) is dated the 28th February 2020 (the “Effective Date”) BETWEEN (1) Achilles Therapeutics Limited, a company incorporated in England and Wales with company number 10167668 whose registered offi |
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| January 8, 2021 |
EX-21.1 8 filename8.htm Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Achilles Therapeutics Holdings Limited England and Wales Achilles Therapeutics Limited England and Wales Achilles Therapeutics US, Inc. Delaware |
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| January 8, 2021 |
January 8, 2021 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N. |
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| November 27, 2020 |
DRS 1 filename1.htm Table of Contents As confidentially submitted to the Securities and Exchange Commission on November 25, 2020. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Achilles TX Limited* (Exact name of registrant as specified in its charter) United Kingdom 2836 Not A |
