UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
APPLIED GENETIC TECHNOLOGIES CORPORATION
(Name of Issuer)
Common Stock, Par Value $0.001
(Title of Class of Securities)
03820J 10 0
(CUSIP Number)
Victoria A. Whyte
GlaxoSmithKline plc
980 Great West Road
Brentford, Middlesex TW8 9GS
England
Telephone: +44 (0)208 047 5000
Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 10, 2014
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 03820J 10 0 SCHEDULE 13D/A Page 2 of 7 | ||
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1. Names of Reporting Persons.
GlaxoSmithKline plc |
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| 2. Check the Appropriate Box if a Member of a Group | ||
| (a) o (b) o |
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| 3. SEC Use Only | ||
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4. Source of Funds WC |
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
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6. Citizenship or Place of Organization England and Wales |
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
7. Sole Voting Power 1,939,598 |
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8. Shared Voting Power -0- |
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9. Sole Dispositive Power 1,939,598 |
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10. Shared Dispositive Power -0- |
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11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,939,598 (1) |
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares o |
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13. Percent of Class Represented by Amount in Row (11) 11.8% (2) |
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14. Type of Reporting Person CO |
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Footnotes:
(1) Shares of Common Stock are held of record by S.R. One, Limited (S.R. One), an indirect, wholly-owned subsidiary of the Reporting Person.
(2) Based on 16,410,811 shares of Common Stock outstanding as of October 31, 2014.
| CUSIP No. 03820J 10 0 | SCHEDULE 13D/A | Page 3 of 7 |
ITEM 1. SECURITY AND ISSUER
This Amendment No. 1 to Schedule 13D (this “Statement”) amends and supplements the statement on Schedule 13D originally filed on April 7, 2014 (the “Original Schedule 13D” with respect to the shares of common stock, par value $0.001 per share (the “Shares”) of Applied Genetic Technologies Corporation, a Delaware corporation (the “Issuer”). This Amendment No. 1 is filed to disclose a change in beneficial ownership of the Reporting Person relating to the disposition of shares of Common Stock. Each capitalized term used and not defined herein shall have the meaning assigned to such term in the Schedule 13D. Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Original Schedule 13D.
ITEM 2. IDENTITY AND BACKGROUND
The response set forth in Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule 1 in its entirety, and replacing it with Schedule 1 attached hereto.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The response set forth in the first paragraph of Item 5 of the Original Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
From December 10, 2014 to December 18, 2014 S.R. One disposed of 50, 000 Shares as follows:
Shares Sale price/Shares
December 10, 2014 10,000 21.176
December 11, 2014 12,500 21.2828
December 12, 2014 7,500 21.2392
December 17, 2014 8,000 21
December 18, 2014 12,000 21.0113
As a result, GlaxoSmithKline plc beneficially owns 1,939,598 shares of Common Stock which represents 11.8% of the 16,410,811 shares of Common Stock outstanding as of October 31, 2014.
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| CUSIP No. 03820J 10 0 | SCHEDULE 13D/A | Page 4 of 7 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 12, 2015
GLAXOSMITHKLINE PLC
/s/ Victoria A. Whyte
By: Victoria A. Whyte
Title: Company Secretary
| CUSIP No. 03820J 10 0 | SCHEDULE 13D/A | Page 5 of 7 |
Schedule I
|
Name |
Business Address |
Principal Occupation or Employment |
Citizenship |
| Board of Directors | |||
| Sir Andrew Witty | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Executive Director and Chief Executive Officer | British |
| Simon Dingemans | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Executive Director and Chief Financial Officer | British |
| Dr. Moncef Slaoui | 709 Swedeland Road King of Prussia Pennsylvania 19406 |
Executive Director and Chairman Global Vaccines |
Moroccan, Belgian & US |
| Sir Christopher Gent | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Chairman and Company Director | British |
| Sir Philip Hampton | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | British |
| Professor Sir Roy Anderson | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | British |
| Dr. Stephanie Burns | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | US |
| Stacey Cartwright | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | British |
| Judy Lewent | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director |
US
|
| Sir Deryck Maughan | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | British |
| CUSIP No. 03820J 10 0 | SCHEDULE 13D/A | Page 6 of 7 |
| Dr. Daniel Podolsky | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | US |
| Tom de Swaan | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | Dutch |
| Lynn Elsenhans | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | US |
| Jing Ulrich | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Company Director | US |
|
Hans Wijers
|
980 Great West Road
|
Company Director | Dutch |
| Urs Rohner |
980 Great West Road
|
Company Director | Swiss |
| Corporate Executive Team | |||
| Sir Andrew Witty | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Executive Director and Chief Executive Officer | British |
| Simon Dingemans | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Executive Director and Chief Financial Officer | British |
| Dr. Moncef Slaoui | 709 Swedeland Road King of Prussia Pennsylvania 19406 |
Executive Director Chairman Global Vaccines |
Moroccan, Belgian & US |
| CUSIP No. 03820J 10 0 | SCHEDULE 13D/A | Page 7 of 7 |
| Deirdre Connelly |
5 Crescent Drive,
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President, North America Pharmaceuticals |
US |
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Nick Hirons
Abbas Hussain
|
980 Great West Road Brentford Middlesex TW8 9GS
150 Beach Road |
Senior Vice President, Global Ethics and Compliance
President,Global Pharmaceuticals
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British
British
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| William Louv | Five Moore Drive PO Box 13398 Research Triangle Park North Carolina 27709 |
Senior Vice President, Core Business Services | US |
| David Redfern | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Chief Strategy Officer | British |
| Claire Thomas | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Senior Vice President, Human Resources |
British |
| Philip Thomson | 980 Great West Road Brentford Middlesex, England TW8 9GS |
Senior Vice President, Communications and Government Affairs | British |
| Daniel Troy | 5 Crescent Drive Philadelphia, PA 19112 |
Senior Vice President & General Counsel | US |
| Dr. Patrick Vallance | 980 Great West Road Brentford Middlesex, England TW8 9GS |
President, Pharmaceuticals R&D | British |
| Emma Walmsley | 980 Great West Road Brentford Middlesex, England TW8 9GS |
President, Consumer Healthcare | British |
| Roger Connor | 980 Great West Road Brentford Middlesex, England TW8 9GS |
President, Global Manufacturing & Supply
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Irish |