4/AFiled Sep 10, 8:00 PM ET

Barinthus (BRNS): Oxford Science Enterprises Sells 8.8M Shares

$BRNS · Barinthus Biotherapeutics plc.

Research Summary

AI-generated summary of this SEC filing

Updated

Barinthus (BRNS): Oxford Science Enterprises Sells 8.8M Shares

What Happened

  • Oxford Science Enterprises plc, a greater‑than‑10% institutional holder of Barinthus Biotherapeutics plc (BRNS), disposed 8,797,770 ordinary shares (represented by American Depositary Shares) in a change‑of‑control transaction on 2026-09-09. The reported per‑share consideration was $0.11, for a total reported value of $976,552. This filing is an amendment covering the 09/09 transaction (amended Form 4 filed 2026-09-11).

Key Details

  • Transaction date: 2026-09-09 (amended report filed 2026-09-11)
  • Transaction type: Disposition in change of control (corporate merger/combination)
  • Shares disposed: 8,797,770 at $0.11 per share — total ~$976,552
  • Shares owned after transaction: Oxford no longer beneficially owns more than 10% of Barinthus ordinary shares (per filing)
  • Footnotes:
    • F1: Ordinary Shares may be represented by American Depositary Shares (each ADS = 1 Ordinary Share).
    • F2: Under the Merger Agreement with Clywedog Therapeutics, each Barinthus Ordinary Share (ADS) is being converted into the right to receive 0.111 shares of Beacon Topco, Inc. common stock, plus cash in lieu of fractional shares.
  • Filing status: AMENDED Form 4 (covers the 09/09 transaction)

Context

  • This transaction is an institutional disposition tied to a change of control (merger) rather than an open‑market sale by an executive. As noted in the remarks, because Oxford’s beneficial ownership dropped below 10% due to the combination, it is no longer subject to Section 16 reporting for Barinthus shares and will stop filing Forms 4/5 for this issuer.