BAKER BROS. ADVISORS LP - 15 May 2025 Form 4 Insider Report for Immunocore Holdings plc (IMCR)

Role
Director
Signature
By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing
Issuer symbol
IMCR
Transactions as of
15 May 2025
Transactions value $
$0
Form type
4
Filing time
19 May 2025, 16:04:28 UTC
Previous filing
02 Apr 2025
Next filing
22 May 2025

Reporting Owners (6)

Name Relationship Address Signature Signature date CIK
BAKER BROS. ADVISORS LP Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 19 May 2025 0001263508
667, L.P. Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to 667, L.P., pursuant to authority granted by Baker Biotech Capital, L.P., GP to 667, L.P. Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 19 May 2025 0001551139
Baker Bros. Advisors (GP) LLC Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK By: Baker Bros. Advisors (GP) LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 19 May 2025 0001580575
Baker Brothers Life Sciences LP Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to BAKER BROTHERS LIFE SCIENCES, L.P., pursuant to authority granted by Baker Brothers Life Sciences Capital, L.P., GP to Baker Brothers Life Sciences, L.P., Name: /s/ Scott L. Lessing, Title: President 19 May 2025 0001363364
BAKER FELIX Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK /s/ Felix J. Baker 19 May 2025 0001087940
BAKER JULIAN Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK /s/ Julian C. Baker 19 May 2025 0001087939

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction IMCR Non-Qualified Share Option (right to buy) Award $0 +26.2K $0.00 26.2K 15 May 2025 Ordinary Shares 26.2K $29.06 See Footnotes F1, F2, F3, F4, F5, F6, F7, F8
transaction IMCR Non-Qualified Share Option (right to buy) Award $0 +26.2K $0.00 26.2K 15 May 2025 Ordinary Shares 26.2K $29.06 See Footnotes F1, F2, F3, F4, F6, F7, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 26,198 non-qualified share options ("Share Options") exercisable solely into ordinary shares ("Ordinary shares") of Immunocore Holdings plc (the "Issuer") granted by the Issuer to Ranjeev Krishana, a full-time employee of Baker Bros. Advisors LP (the "Adviser"), on May 15, 2025, in his capacity as a director of the Issuer, pursuant to the Issuer's 2021 Equity Incentive Plan (the "Incentive Plan"). The Share Options have a strike price of $29.06 per share, and vest on the earlier of the first anniversary of the date of grant or the day immediately prior to the date of the next annual meeting of shareholders of the Issuer, subject to Ranjeev Krishana's continued service on the board of directors of the Issuer (the "Board") through the vesting date. The Share Options expire on May 14, 2035.
F2 Ranjeev Krishana serves on the Board as a representative of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") and their affiliates and control persons.
F3 The Adviser serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held for the benefit of the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held for the benefit of the Funds.
F4 Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
F5 After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Share Options reported in column 9 of Table II held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
F6 The acquisition of Share Options reported on this form represents a single grant to Ranjeev Krishana of 26,198 Share Options on Table II. This grant of 26,198 Share Options for Ranjeev Krishana is reported for each of the Funds as each has an indirect pecuniary interest in such securities.
F7 Pursuant to the policies of the Adviser, Ranjeev Krishana does not have a right to any of the Issuer's securities issued as compensation for his service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in such securities. Solely as a result of Felix J. Baker's and Julian C. Baker's ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the Ordinary shares, Share Options and Ordinary shares issued upon exercise of Share Options (i.e. no direct pecuniary interest) issued as compensation for such Board service.
F8 Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the Share Options and any Ordinary shares received as a result of the exercise of Share Options.
F9 After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Share Options reported in column 9 of Table II held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.

Remarks:

Ranjeev Krishana, a full-time employee of Baker Bros. Advisors LP, is a director of Immunocore Holdings plc (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization of the Issuer.