Redmile Group, LLC - May 16, 2025 Form 3 Insider Report for Atara Biotherapeutics, Inc. (ATRA)

Role
Director
Signature
By: /s/ Jeremy Green, Managing Member of Redmile Group, LLC
Stock symbol
ATRA
Transactions as of
May 16, 2025
Transactions value $
$0
Form type
3
Date filed
5/23/2025, 04:01 PM
Previous filing
Apr 2, 2025
Next filing
May 30, 2025

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
Redmile Group, LLC Director ONE LETTERMAN DRIVE, BUILDING D, SUITE D3-300, SAN FRANCISCO By: /s/ Jeremy Green, Managing Member of Redmile Group, LLC 2025-05-23 0001425738
Green Jeremy Director C/O REDMILE GROUP, LLC (NY OFFICE), 45 W. 27TH STREET, FLOOR 11, NEW YORK /s/ Jeremy Green 2025-05-23 0001650527

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ATRA Common Stock, par value $0.0001 per share 442K May 16, 2025 See Footnote F2

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
holding ATRA Pre-Funded Warrants to Purchase Common Stock May 16, 2025 Common Stock 3.41M See Footnote F1, F2
holding ATRA Cash-settled Swaps May 16, 2025 Common Stock 4.1K $809.86 See Footnote F2, F3, F4, F5, F6
holding ATRA Cash-settled Swaps May 16, 2025 Common Stock 4.87K $9.32 See Footnote F2, F3, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Warrants are exercisable at any time on or after the original issuance date until fully exercised, at an exercise price equal to $0.0001 per share, subject to a 9.99% beneficial ownership blocker. The Warrants have no expiration date.
F2 The reported securities are directly owned by certain private funds managed by Redmile Group, LLC (collectively, the "Funds") and may be deemed beneficially owned by Redmile Group, LLC ('Redmile") as investment manager of the Funds. The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Each of Redmile and Mr. Green (the "Reporting Persons") disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, if any. This report shall not be deemed an admission that such Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
F3 Certain Funds are parties to swap agreements with counterparties. Each notional share subject to each swap agreement represents the economic equivalent of one share of the Issuer's common stock. These agreements do not give the Reporting Persons direct or indirect voting, investment or dispositive control over any securities of the Issuer and do not require the counterparties thereto to acquire, hold, vote or dispose of any securities of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership in securities that may be referenced in such swap agreements or that may be held from time to time by any counterparties to the agreements.
F4 The Reporting Persons have the right to terminate and close out each swap at any time.
F5 Upon settlement of the various swap agreements, either (i) the counterparty will pay to the Reporting Persons in cash an amount determined in part by reference to any increase between the reference price and the market value of the notional number of shares of Common Stock subject to the swap agreement or (ii) the Reporting Persons will pay to the counterparty in cash an amount determined in part by reference to any decrease between the reference price and the market value of the notional number of shares of Common Stock subject to the swap agreement.
F6 Represents the reference price associated with the swap agreements.

Remarks:

Mr. Nachi Subramanian, a member of the board of directors of the Issuer and a managing director of Redmile, was elected to the board of the Issuer as a representative of Redmile and its affiliates. As a result, the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.