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Delaware
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20-1450200
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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2130 W. Holcombe Blvd., Ste. 800
Houston, Texas
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77030
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(Address of Principal Executive Offices)
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(Zip Code)
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Karen E. Deschaine, Esq.
Cooley LLP
4401 Eastgate Mall
San Diego, California 92121
Tel: (858) 550-6000
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Alan A. Musso, C.P.A., C.M.A.
Chief Financial Officer and Treasurer
Bellicum Pharmaceuticals, Inc.
2130 W. Holcombe Blvd., Ste. 800
Houston, Texas 77030
(832) 384-1100
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Large Accelerated filer
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¨
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Accelerated filer
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x
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Non-accelerated filer
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¨
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(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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x
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Title of securities
to be registered
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Amount
to be
registered (1)
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Proposed
maximum
offering price
per share(2)
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Proposed
maximum
aggregate
offering price(2)
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Amount of
registration fee
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2014 Equity Incentive Plan
Common Stock, $0.01 par value per share
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205,000 shares
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$7.57
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$1,551,850
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$194
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(1)
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Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of the Registrant’s Common Stock (“Common Stock”) that become issuable under the Bellicum Pharmaceuticals, Inc. 2014 Equity Incentive Plan, as amended (the “2014 Plan”) by reason of any stock dividend, stock split, recapitalization or other similar transaction.
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(2)
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This estimate is made pursuant to Rule 457(h) and Rule 457(c) of the Securities Act solely for purposes of calculating the registration fee. The fee is based on the average of the high and low sales prices of the Registrant’s Common Stock on March 6, 2018, as reported on the Nasdaq Global Market.
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(1)
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Previously filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the Commission on December 23, 2014, and incorporated herein by reference.
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(2)
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Previously filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed with the Commission on December 23, 2014, and incorporated herein by reference.
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(3)
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Previously filed as Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1, originally filed with the Commission on November 18, 2014, as amended, and incorporated herein by reference.
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(4)
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Previously filed as Exhibit 4.2 to the Registrant’s Registration Statement on Form S-1, originally filed with the Commission on November 18, 2014, as amended, and incorporated herein by reference.
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(5)
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Previously filed as Exhibit 4.3 to the Registrant’s Registration Statement on Form S-3, originally filed with the Commission on January 15, 2016, and incorporated herein by reference.
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(6)
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Previously filed as Exhibit 10.4(A) to the Registrant’s Annual Report on Form 10-K, originally filed with the Commission on March 13, 2018, and incorporated herein by reference.
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Bellicum Pharmaceuticals, Inc.
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By:
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/s/ Richard A. Fair
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Richard A. Fair
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President and Chief Executive Officer
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Signature
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Title
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Date
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/s/ Richard A. Fair
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President, Chief Executive Officer and Director
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March 13, 2018
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Richard A. Fair
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(Principal Executive Officer)
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/s/ Alan A. Musso
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Chief Financial Officer and Treasurer
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March 13, 2018
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Alan A. Musso
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(Principal Financial and Accounting Officer)
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/s/ James Brown
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Director (
Chairman
)
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March 13, 2018
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James Brown
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/s/ James M. Daly
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Director
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March 13, 2018
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James M. Daly
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/s/ Stephen R. Davis
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Director
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March 13, 2018
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Stephen R. Davis
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/s/ Edmund Harrigan
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Director
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March 13, 2018
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Edmund Harrigan
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/s/ Reid M. Huber, Ph.D.
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Director
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March 13, 2018
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Reid M. Huber, Ph.D.
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/s/ Frank B. McGuyer
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Director
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March 13, 2018
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Frank B. McGuyer
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/s/ Jon P. Stonehouse
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Director
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March 13, 2018
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Jon P. Stonehouse
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