Atara Biotherapeutics, Inc.·4

Jul 24, 9:00 PM ET

Redmile Group, LLC 4

4 · Atara Biotherapeutics, Inc. · Filed Jul 24, 2026

Research Summary

AI-generated summary of this filing

Updated

Atara (ATRA) Director Redmile Exercises Pre-Funded Warrants

What Happened
Redmile Group, LLC (reported as a director) exercised multiple pre-funded warrants in Atara Biotherapeutics on July 22, 2026. The cashless exercise converted a total of 195,211 warrant-equivalent shares; 60 shares were withheld to pay the aggregate exercise price and the remaining 195,151 shares were issued to funds managed by Redmile. The transactions are reported as derivative exercises (code M) with a related withholding (code F) to satisfy the exercise/tax obligation.

Key Details

  • Transaction date: July 22, 2026; Form 4 filed July 24, 2026 (timely filing).
  • Conversion/issuance: 195,211 warrant-equivalent shares converted; 195,151 shares issued to the Funds; 60 shares withheld to pay exercise price.
  • Price: Cashless exercise resulted in $0 cash paid at settlement; underlying pre-funded warrants generally have an exercise price of $0.0025 per share (see footnotes for variations and non-expiration in some warrants).
  • Codes: M = exercise/conversion of derivative; F = shares withheld to cover exercise/tax.
  • Ownership: Reported securities are directly owned by private funds managed by Redmile; Redmile and Jeremy Green disclaim beneficial ownership except to the extent of any pecuniary interest (see Footnote F4).
  • Restrictions: The pre-funded warrants are subject to a ~9.99% beneficial ownership blocker per the warrant terms (see footnotes).
  • Filing timeliness: Reported two days after the transaction (appears timely under Section 16 rules).

Context

  • Cashless exercise explained: Instead of paying cash, a portion of the shares that would have been issued was withheld (60 shares) to cover the exercise price; the rest (195,151 shares) were issued to the Funds.
  • Nature of reporting persons: This is institutional/fund activity (Redmile-managed funds), not a direct executive open-market buy or sell. The filing notes that Mr. Nachi Subramanian was elected to the board as Redmile’s representative, which makes the Reporting Persons directors by deputization for Section 16 purposes.
  • Footnote highlights: Different tranches of pre-funded warrants have varying original issuance dates, exercise-price specifics (commonly $0.0025, with some tranches at $0.0001), and some have no expiration—see the filing’s footnotes for details.

Insider Transaction Report

Form 4
Period: 2026-07-22
Transactions
  • Exercise/Conversion

    Common Stock

    [F5][F4]
    2026-07-22+195,211636,912 total(indirect: See Footnote)
  • Tax Payment

    Common Stock

    [F5][F4]
    2026-07-2260636,852 total(indirect: See Footnote)
  • Exercise/Conversion

    Pre-Funded Warrants to Purchase Common Stock

    [F1][F8][F5][F4]
    2026-07-22101,0890 total(indirect: See Footnote)
    Exercise: $0.00Common Stock (101,089 underlying)
  • Exercise/Conversion

    Pre-Funded Warrants to Purchase Common Stock

    [F2][F8][F5][F4]
    2026-07-2238,7350 total(indirect: See Footnote)
    Exercise: $0.00Common Stock (38,735 underlying)
  • Exercise/Conversion

    Pre-Funded Warrants to Purchase Common Stock

    [F3][F8][F5][F4]
    2026-07-2255,3870 total(indirect: See Footnote)
    Exercise: $0.00Common Stock (55,387 underlying)
Holdings
  • Pre-Funded Warrants to Purchase Common Stock

    [F6][F8][F4]
    (indirect: See Footnote)
    Exercise: $0.00Common Stock (1,090,907 underlying)
    1,090,907
  • Pre-Funded Warrants to Purchase Common Stock

    [F7][F8][F4]
    (indirect: See Footnote)
    Exercise: $0.00Common Stock (2,126,725 underlying)
    2,126,725
Footnotes (8)
  • [F1]The Pre-Funded Warrants are exercisable at any time on or after the original issuance on July 23, 2019 until the seven-year anniversary of the original issuance date, at an exercise price equal to $0.0025 per share, subject to a 9.99% beneficial ownership blocker.
  • [F2]The Pre-Funded Warrants are exercisable at any time on or after the original issuance on May 29, 2020 until the seven-year anniversary of the original issuance date, at an exercise price equal to $0.0025 per share, subject to a 9.99% beneficial ownership blocker.
  • [F3]The Pre-Funded Warrants are exercisable at any time on or after the original issuance on December 11, 2020 until the seven-year anniversary of the original issuance date, at an exercise price equal to $0.0025 per share, subject to a 9.99% beneficial ownership blocker.
  • [F4]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.
  • [F5]On July 22, 2026, the Reporting Persons exercised the reported Pre-Funded Warrants through a "cashless exercise" resulting in the Issuer withholding 60 shares of Common Stock to pay the exercise price and issuing the remaining 195,151 shares of Common Stock to the applicable Funds. The number of shares withheld to pay the aggregate exercise price for the cashless exercise of the Pre-Funded Warrants was based on the closing sale price per share of the Common Stock on the trading date immediately prior to the exercise date, per the terms of the Pre-Funded Warrants.
  • [F6]The Pre-Funded Warrants are exercisable at any time on or after the original issuance date, at an exercise price equal to $0.0025 per share, subject to a 9.99% beneficial ownership blocker. The Pre-Funded Warrants have no expiration date.
  • [F7]The Pre-Funded Warrants are exercisable at any time on or after the original issuance date, at an exercise price equal to $0.0001 per share, subject to a 9.99% beneficial ownership blocker. The Pre-Funded Warrants have no expiration date.
  • [F8]The previous report on Form 3 inadvertently indicated that all of the Pre-Funded Warrants beneficially owned by the Reporting Persons have an exercise price of $0.0001 per share and no expiration date. Footnotes (1), (2), (3), (6) and (7) and the related disclosures correct the Form 3 with respect to the terms of the Pre-Funded Warrants beneficially owned by the Reporting Persons.

Documents

1 file
  • 4
    tm2621190-2_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT