Cellectis SA
A French biotech that engineers "off-the-shelf" CAR-T cell therapies — cancer treatments made from healthy donors' T-cells rather than a patient's own cells, edited with its proprietary TALEN gene-editing scissors. Founded in Paris in 1999 by scientist André Choulika, the company grew out of research licensed from the Institut Pasteur. Its name blends "cell," "elect" (for the electroporation it uses to deliver genes), and "genetics."
American Depositary Receipt (ADR) — Sponsored ADR, 1:1 ratio
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.
Item 4 of the Schedule 13D is hereby amended and supplemented to add the following: "On May 7, 2024, AstraZeneca announced the successful completion of the Additional Investment pursuant to which AZ Holdings BV received 10,000,000 series A convertible preferred shares of the Issuer and 18,000,000 series B convertible shares of the Issuer, each at a price of $5.00 per convertible preferred share, as contemplated and described in more detail elsewhere in the Schedule 13D. On January 15, 2025, the Issuer filed a Registration Statement on Form F-3 (File No. 333-284302) (the "Registration Statement"), which was declared effective by the Securities and Exchange Commission on January 23, 2025, to register the resale of Ordinary Shares (including in the form of American Depositary Shares) issuable upon conversion of the series A convertible preferred shares and the series B convertible preferred shares. The effectiveness of the Registration Statement permits AstraZeneca and AZ Holdings BV to publicly resell Ordinary Shares (including in the form of American Depositary Shares). AstraZeneca intends to continue to review its investment in the Issuer on an ongoing basis and, depending on various factors, including, without limitation, the Issuer's financial position, the price of the Ordinary Shares and the American Depositary Shares representing Ordinary Shares, conditions in the securities markets and general economic and industry conditions, AstraZeneca may, in the future, take such actions with respect to the Ordinary Shares as they deem appropriate, including, without limitation: purchasing additional Ordinary Shares; selling Ordinary Shares; taking any other action with respect to the Issuer or any of its securities in any manner permitted by law or changing their intention with respect to any and all matters referred to in paragraphs (a) through (j) in Item 4 of the Schedule 13D."
Item 4 of the Schedule 13D is hereby amended and supplemented to add the following: "On May 7, 2024, AstraZeneca announced the successful completion of the Additional Investment pursuant to which AZ Holdings BV received 10,000,000 series A convertible preferred shares of the Issuer and 18,000,000 series B convertible shares of the Issuer, each at a price of $5.00 per convertible preferred share, as contemplated and described in more detail elsewhere in the Schedule 13D. On January 15, 2025, the Issuer filed a Registration Statement on Form F-3 (File No. 333-284302) (the "Registration Statement"), which was declared effective by the Securities and Exchange Commission on January 23, 2025, to register the resale of Ordinary Shares (including in the form of American Depositary Shares) issuable upon conversion of the series A convertible preferred shares and the series B convertible preferred shares. The effectiveness of the Registration Statement permits AstraZeneca and AZ Holdings BV to publicly resell Ordinary Shares (including in the form of American Depositary Shares). AstraZeneca intends to continue to review its investment in the Issuer on an ongoing basis and, depending on various factors, including, without limitation, the Issuer's financial position, the price of the Ordinary Shares and the American Depositary Shares representing Ordinary Shares, conditions in the securities markets and general economic and industry conditions, AstraZeneca may, in the future, take such actions with respect to the Ordinary Shares as they deem appropriate, including, without limitation: purchasing additional Ordinary Shares; selling Ordinary Shares; taking any other action with respect to the Issuer or any of its securities in any manner permitted by law or changing their intention with respect to any and all matters referred to in paragraphs (a) through (j) in Item 4 of the Schedule 13D."
| Holder | Schedule | % of class | Shares | Filed |
|---|---|---|---|---|
| Caisse des Depots | 13D/AActivist | 11.1% | 10.60M | Dec 12, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters. | ||||
| Bpifrance Participations S.A. | 13D/AActivist | 10% | 9.56M | Dec 12, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters. | ||||
| EPIC Bpifrance | 13D/AActivist | 10% | 9.56M | Dec 12, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters. | ||||
| Bpifrance S.A. | 13D/AActivist | 10% | 9.56M | Dec 12, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters. | ||||
| CDC Croissance S.A. | 13D/AActivist | 1.1% | 1.04M | Dec 12, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment is being filed to reflect a decrease in the Reporting Persons percentage ownership of the Issuer's Ordinary Shares and voting rights, which resulted from an increase in the number of Ordinary Shares and voting rights outstanding since the filing of Amendment No. 5 to the Schedule 13D and is not due to any transactions in the Ordinary Shares by the Reporting Persons. All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters. | ||||
| AstraZeneca PLC | 13D/AActivist | 44% | 44.00M | Jan 24, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented to add the following: "On May 7, 2024, AstraZeneca announced the successful completion of the Additional Investment pursuant to which AZ Holdings BV received 10,000,000 series A convertible preferred shares of the Issuer and 18,000,000 series B convertible shares of the Issuer, each at a price of $5.00 per convertible preferred share, as contemplated and described in more detail elsewhere in the Schedule 13D. On January 15, 2025, the Issuer filed a Registration Statement on Form F-3 (File No. 333-284302) (the "Registration Statement"), which was declared effective by the Securities and Exchange Commission on January 23, 2025, to register the resale of Ordinary Shares (including in the form of American Depositary Shares) issuable upon conversion of the series A convertible preferred shares and the series B convertible preferred shares. The effectiveness of the Registration Statement permits AstraZeneca and AZ Holdings BV to publicly resell Ordinary Shares (including in the form of American Depositary Shares). AstraZeneca intends to continue to review its investment in the Issuer on an ongoing basis and, depending on various factors, including, without limitation, the Issuer's financial position, the price of the Ordinary Shares and the American Depositary Shares representing Ordinary Shares, conditions in the securities markets and general economic and industry conditions, AstraZeneca may, in the future, take such actions with respect to the Ordinary Shares as they deem appropriate, including, without limitation: purchasing additional Ordinary Shares; selling Ordinary Shares; taking any other action with respect to the Issuer or any of its securities in any manner permitted by law or changing their intention with respect to any and all matters referred to in paragraphs (a) through (j) in Item 4 of the Schedule 13D." | ||||
| AstraZeneca Holdings B.V. | 13D/AActivist | 44% | 44.00M | Jan 24, 2025 |
Item 4 of the Schedule 13D is hereby amended and supplemented to add the following: "On May 7, 2024, AstraZeneca announced the successful completion of the Additional Investment pursuant to which AZ Holdings BV received 10,000,000 series A convertible preferred shares of the Issuer and 18,000,000 series B convertible shares of the Issuer, each at a price of $5.00 per convertible preferred share, as contemplated and described in more detail elsewhere in the Schedule 13D. On January 15, 2025, the Issuer filed a Registration Statement on Form F-3 (File No. 333-284302) (the "Registration Statement"), which was declared effective by the Securities and Exchange Commission on January 23, 2025, to register the resale of Ordinary Shares (including in the form of American Depositary Shares) issuable upon conversion of the series A convertible preferred shares and the series B convertible preferred shares. The effectiveness of the Registration Statement permits AstraZeneca and AZ Holdings BV to publicly resell Ordinary Shares (including in the form of American Depositary Shares). AstraZeneca intends to continue to review its investment in the Issuer on an ongoing basis and, depending on various factors, including, without limitation, the Issuer's financial position, the price of the Ordinary Shares and the American Depositary Shares representing Ordinary Shares, conditions in the securities markets and general economic and industry conditions, AstraZeneca may, in the future, take such actions with respect to the Ordinary Shares as they deem appropriate, including, without limitation: purchasing additional Ordinary Shares; selling Ordinary Shares; taking any other action with respect to the Issuer or any of its securities in any manner permitted by law or changing their intention with respect to any and all matters referred to in paragraphs (a) through (j) in Item 4 of the Schedule 13D." | ||||