Item 1.02. Termination of a Material Definitive Agreement.

On January 27, 2023 Adaptimmune Therapeutics plc ("Adaptimmune") received notice of termination of the Amended and Restated Research Collaboration and License Agreement Relating to Gene Editing and HLA Engineering Technology dated January 13, 2020 between Universal Cells, Inc. ("Universal Cells") and Adaptimmune Limited ("Agreement"). Termination of the Agreement is effective 30 days following the receipt of notice of termination. Termination follows Adaptimmune's decision to change the cell line being used to develop its MAGE-A4 allogeneic cell therapy due to the presence of a chromosomal abnormality in the original cell line provided by Universal Cells under the Agreement. As a result of termination, all licenses between the parties to the Agreement will cease and each party is requried to return all confidential information of the other party. A separate Collaboration and License Agreement dated January 13, 2020 for the co-development and co-commercialisation of allogeneic T-cell therapies remains ongoing between the parties.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.                           Description of Exhibit

104 Cover Page Interactive Date File (embedded within the Inline XBRL


               document)

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