Item 5.07  Submission of Matters to a Vote of Security Holders.



Adaptimmune Therapeutics plc (the "Company") held its annual general meeting (the "Annual Meeting") on May 14, 2021. There were approximately 932,984,520 ordinary shares entitled to vote at the Annual Meeting based on the number of issued ordinary shares outstanding as of May 12, 2021, of which approximately 878,870,642 were held in the name of Citibank, N.A., which issues Company-sponsored American Depositary Receipts evidencing American Depositary Shares each of which, in turn, represents six ordinary shares. Of the ordinary shares entitled to vote, holders representing 664,766,564 shares, or approximately 71.25%, were present in person or by proxy at the Annual Meeting. In accordance with the Company's Articles of Association, the presence, in person or by proxy, of one or more shareholders holding at least one-third of the issued share capital as of May 14, 2021 and entitled to vote would constitute a quorum for the transaction of business at the Annual Meeting.

The matters set forth below were voted on at the Annual Meeting. Detailed descriptions of these matters and voting procedures applicable to these matters at the Annual Meeting are contained in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 8, 2021. All matters were approved by a show of hands in accordance with the Company's Articles of Association. Set forth below are the total number of proxy votes received for and against each matter, as well as the total number of proxy abstentions (or votes withheld) received and broker non-votes with respect to each matter. Abstentions and broker non-votes had no effect on the vote outcome.





Resolution 1 - Ordinary Resolution to re-elect Mr. Lawrence Alleva as a
Director:



     For            Against        Abstain       Broker Non-Votes
  663,309,596       1,336,296       120,672            268,217,912



Resolution 2 - Ordinary Resolution to re-elect Mr. David Mott as a Director:





     For            Against         Abstain       Broker Non-Votes
  573,062,876       91,584,894       118,794            268,217,912




Resolution 3 - Ordinary Resolution to re-elect Dr. Elliott Sigal as a Director:




     For            Against         Abstain       Broker Non-Votes
  654,373,586       10,272,390       120,588            268,217,912



Resolution 4 - Ordinary Resolution to re-appoint KPMG LLP as auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders:





     For           Against      Abstain       Broker Non-Votes
  664,179,044       500,394       87,126            268,217,912



Resolution 5 - Ordinary Resolution to authorize the Audit Committee to determine the Company's auditors' remuneration for the fiscal year ending December 31, 2021:





     For           Against       Abstain       Broker Non-Votes
  664,080,632       570,504       115,428            268,217,912









Resolution 6 - Ordinary Resolution to receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2020 and to note that the Directors do not recommend the payment of any dividend for the year ended December 31, 2020:





     For           Against       Abstain       Broker Non-Votes
  664,100,846       538,140       127,578            268,217,912



Resolution 7 - Ordinary Resolution to approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers for the year ended December 31, 2020:





     For            Against        Abstain       Broker Non-Votes
  661,563,956       2,652,246       550,362            268,217,912



Resolution 8 - Ordinary Resolution to receive and approve the Company's U.K. statutory Directors' remuneration report for the year ended December 31, 2020:





     For            Against        Abstain       Broker Non-Votes
  662,549,600       1,878,588       338,376            268,217,912



Resolution 9 - Ordinary Resolution to receive and approve the Company's Directors' remuneration policy, which if approved, will take effect upon conclusion of the Annual General Meeting:





     For            Against        Abstain       Broker Non-Votes
  661,140,212       3,293,250       333,102            268,217,912



Resolution 10 - Ordinary Resolution to authorize the Directors, in accordance with section 551 of the U.K. Companies Act 2006 (the "2006 Act"), to allot shares in the Company or grant rights to subscribe for or to convert any security into shares:





     For            Against        Abstain       Broker Non-Votes
  661,732,886       2,819,880       213,798            268,217,912



Resolution 11 - Special Resolution to empower the Directors to allot equity securities for cash pursuant to section 570(1) of the 2006 Act as if section 561(1) of the 2006 Act did not apply to such allotment:





     For            Against         Abstain       Broker Non-Votes
  588,643,424       75,870,708       252,432            268,217,912

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