0001193125-17-033263.txt : 20170207 0001193125-17-033263.hdr.sgml : 20170207 20170207162602 ACCESSION NUMBER: 0001193125-17-033263 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20170207 DATE AS OF CHANGE: 20170207 GROUP MEMBERS: AMGEN INVESTMENTS LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Atara Biotherapeutics, Inc. CENTRAL INDEX KEY: 0001604464 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 460920988 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88393 FILM NUMBER: 17579392 BUSINESS ADDRESS: STREET 1: 611 GATEWAY BLVD STREET 2: SUITE 900 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-278-8930 MAIL ADDRESS: STREET 1: 611 GATEWAY BLVD STREET 2: SUITE 900 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMGEN INC CENTRAL INDEX KEY: 0000318154 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 953540776 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE AMGEN CENTER DRIVE CITY: THOUSAND OAKS STATE: CA ZIP: 91320 BUSINESS PHONE: (805)447-1000 MAIL ADDRESS: STREET 1: ONE AMGEN CENTER DRIVE CITY: THOUSAND OAKS STATE: CA ZIP: 91320 FORMER COMPANY: FORMER CONFORMED NAME: AMGEN DATE OF NAME CHANGE: 19870305 SC 13G/A 1 d343492dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

ATARA BIOTHERAPEUTICS, INC.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

046513107

(CUSIP Number)

January 24, 2017

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

* 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. 046513107  

 

  1)   

Names of reporting persons.

 

AMGEN INC.

  2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☐

 

  3)  

SEC use only

 

  4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    5.    

Sole voting power

 

550,384

   6.   

Shared voting power

 

853,117(1)

   7.   

Sole dispositive power

 

550,384

   8.   

Shared dispositive power

 

853,117(1)

  9)  

Aggregate amount beneficially owned by each reporting person

 

1,403,501

10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

11)  

Percent of class represented by amount in Item 9

 

4.9% (2)

12)  

Type of reporting person (see instructions)

 

CO

 

(1) Represents shares of Issuer common stock held directly by Amgen Investments Ltd., an indirect wholly owned subsidiary of Amgen Inc.
(2) Based on 28,860,635 shares of Issuer common stock outstanding as of October 31, 2016, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 4, 2016.

  1)   

Names of reporting persons.

 

AMGEN INVESTMENTS LTD.

  2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☐

 

  3)  

SEC use only

 

  4)  

Citizenship or place of organization

 

Bermuda

Number of

shares

beneficially

owned by

each

reporting

person

with:

    5.    

Sole voting power

 

0

   6.   

Shared voting power

 

853,117

   7.   

Sole dispositive power

 

0

   8.   

Shared dispositive power

 

853,117

  9)  

Aggregate amount beneficially owned by each reporting person

 

853,117

10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

11)  

Percent of class represented by amount in Item 9

 

3.0% (1)

12)  

Type of reporting person (see instructions)

 

OO

 

(1) Based on 28,860,635 shares of Issuer common stock outstanding as of October 31, 2016, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 4, 2016.

ITEM 1.

(A) NAME OF ISSUER:

Atara Biotherapeutics, Inc.

(B) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICE:

611 Gateway Blvd., Suite 900, South San Francisco, California 94080

ITEM 2.

(A) NAME OF PERSONS FILING:

Amgen Inc., a Delaware corporation

Amgen Investments Ltd., a Bermuda corporation

(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR IF NONE, RESIDENCE:

Amgen, Inc: One Amgen Center Drive, Thousand Oaks, California 91320-1799

Amgen Investments Ltd.: Canon’s Court, 22 Victoria Street, P.O. Box 1624, Hamilton, HM EX, Bermuda

(C) CITIZENSHIP:

Amgen Inc.: Delaware, U.S.A.

Amgen Investments Ltd.: Bermuda

(D) TITLE OF CLASS OF SECURITIES:

Common Stock, $0.0001 par value

(E) CUSIP NUMBER:

046513107

ITEM 3. STATEMENT FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B) OR (C)

Not applicable.

ITEM 4. OWNERSHIP.

(a), (b) and (c) — The information contained on the cover pages to this Schedule 13G are incorporated herein by reference.

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☒.

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

Not applicable.

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON

Not applicable.

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

Not applicable.

ITEM 9. NOTICE OF DISSOLUTION OF GROUP

Not applicable.

ITEM 10. CERTIFICATION.

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

Signature

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: February 7, 2017

 

AMGEN INC.
By:  

/s/ David A. Piacquad

  Name:   David A. Piacquad
  Title:  

Senior Vice President,

Business Development

 

AMGEN INVESTMENTS LTD.
By:  

/s/ David A. Piacquad

  Name:   David A. Piacquad
  Title:  

Senior Vice President,

Business Development

Exhibit Index

 

No.

   

Description

1    Joint Filing Agreement
 EX-1 2 d343492dex1.htm EX-1 EX-1

Exhibit 1

Joint Filing Agreement

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of the Issuer shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

Dated: February 7, 2017

 

AMGEN INC.
By:  

/s/ David A. Piacquad

  Name:   David A. Piacquad
  Title:  

Senior Vice President,

Business Development

 

AMGEN INVESTMENTS LTD.
By:  

/s/ David A. Piacquad

  Name:   David A. Piacquad
  Title:  

Senior Vice President,

Business Development