BRNS / Barinthus Biotherapeutics plc - Depositary Receipt (Common Stock) - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other juri

Barinthus Bio Reports Second Quarter 2025 Financial Results and Updates on Corporate Developments

Exhibit 99.1 Barinthus Bio Reports Second Quarter 2025 Financial Results and Updates on Corporate Developments · The final cohort of the single ascending dose (SAD) part of the Phase 1 AVALON trial initiated, with the SAD data readout expected early in the fourth quarter of 2025; · The multiple ascending dose (MAD) part of the AVALON trial initiated; · Available resources and cash runway guidance

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 BARINTHUS BIOTHERA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Barinthus Bio Reports Second Quarter 2025 Financial Results and Updates on Corporate Developments

Barinthus Bio Reports Second Quarter 2025 Financial Results and Updates on Corporate Developments •The final cohort of the single ascending dose (SAD) part of the Phase 1 AVALON trial initiated, with the SAD data readout expected early in the fourth quarter of 2025; •The multiple ascending dose (MAD) part of the AVALON trial initiated; •Available resources and cash runway guidance into 2027 remains unchanged.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2025 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpora

Barinthus Bio Reports First Quarter 2025 Financial Results and Updates on Corporate Developments

Barinthus Bio Reports First Quarter 2025 Financial Results and Updates on Corporate Developments •Highly differentiated immunotherapy for celiac disease (VTP-1000) in the clinic, with Phase 1 single ascending dose readout from AVALON expected in the third quarter of 2025; •Initiation of VTP-1000 multiple ascending dose expected in the second half of 2025; •Encouraging results from HBV003 and IM-PROVE II presented at EASL, supporting ongoing partnering efforts; •Available resources expected to provide a cash runway into 2027.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporati

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease May 2025 Nasdaq: BRNS Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease May 2025 Nasdaq: BRNS Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐Preliminary Proxy Statement ☐Confidential, for Use of the Commission Only (as permitted b

Barinthus Bio Reports Full Year 2024 Financial Results and Updates on Corporate Developments

Barinthus Bio Reports Full Year 2024 Financial Results and Updates on Corporate Developments •Strategic transformation ongoing, positioning the Company as a focused leader in immunology and inflammatory diseases •Highly differentiated, potentially curative immunotherapy for celiac disease (VTP-1000) in the clinic, with first data expected in third quarter of 2025 •Proprietary SNAP-TI platform prom

Amended and Restated Compensation Recovery Policy.

BARINTHUS BIOTHERAPEUTICS PLC COMPENSATION RECOVERY POLICY Adopted as of November 9, 2023 Updated August 6, 2024 Barinthus Biotherapeutics PLC, a public limited company incorporated pursuant to the laws of England and Wales and listed in the U.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC

Amended and Restated Insider Trading Policy, effective June 21, 2023.

BARINTHUS BIOTHERAPEUTICS PLC Amended and Restated Policy on Insider Trading 1PURPOSE This document sets forth the policy of Vaccitech plc and its subsidiaries (collectively, the “Company”) regarding trading in the Company’s securities as described below and the disclosure of information concerning the Company.

As filed with the Securities and Exchange Commission on March 20, 2025

As filed with the Securities and Exchange Commission on March 20, 2025 Registration No.

Filing Fee Table

Exhibit 107 Form S-8 (Form Type) Barinthus Biotherapeutics plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount to be Registered (2) Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value £0.

ervice Agreement with Geoffr

EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made by and between Barinthus Biotherapeutics Limited (“Parent”), Barinthus Biotherapeutics, Inc.

Subsidiaries of the Registrant.

Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Barinthus Biotherapeutics Pty Limited (formerly Vaccitech Australia Pty Limited) Australia Vaccitech Oncology Limited England and Wales Barinthus Biotherapeutics (UK) Limited (formerly Vaccitech (UK) Limited) England and Wales Barinthus Biotherapeutics North America, Inc. (formerly Vaccitech North America, Inc.) Delaware Barinthus

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2025 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpor

Termination Agreement with Nadege Pelletier, effective January 27, 2025.

Termination Agreement by and between Barinthus Biotherapeutics Switzerland GmbH (the Company) c/o Walder Wyss AG Aeschenvorstadt 48 4051 Basel and Nadege Pelletier (the Employee or You) Rte des Tournettes, 15 1255 Veyrier Switzerland (each individually a Party or jointly the Parties) Table of Contents The table of contents is empty.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2025 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorp

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease January 2025 Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease January 2025 Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Barinthus Bio Announces Strategic Focus in Immunology and Inflammation (I&I) and Provides a Financial Update

Barinthus Bio Announces Strategic Focus in Immunology and Inflammation (I&I) and Provides a Financial Update •Prioritizing VTP-1000 development in celiac disease, Phase 1 data expected in mid-2025 •Postponing further clinical development of VTP-300 in chronic hepatitis B (CHB) until a partner is identified •Extending the cash runway to the start of 2027 by reducing costs, including an approximate 65% reduction in workforce and expected closure of the U.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 25, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incor

Barinthus Bio Promotes SNAP-TI Co-inventor, Geoffrey Lynn, M.D., Ph.D. to Chief Scientific Officer

Barinthus Bio Promotes SNAP-TI Co-inventor, Geoffrey Lynn, M.D., Ph.D. to Chief Scientific Officer OXFORD, United Kingdom and GERMANTOWN, MD, United States, Nov. 25, 2024 (GLOBE NEWSWIRE) - Barinthus Biotherapeutics plc (NASDAQ: BRNS) (“Barinthus Bio”), today announced the promotion of Geoffrey Lynn, M.D., Ph.D. to Chief Scientific Officer (CSO), effective as of December 1, 2024. Dr. Lynn succeeds

Arbutus and Barinthus Bio Announce New Data from the IM-PROVE II Trial Showing that the Addition of Nivolumab Increased Rates of HBsAg Loss in People with Chronic Hepatitis B

Arbutus and Barinthus Bio Announce New Data from the IM-PROVE II Trial Showing that the Addition of Nivolumab Increased Rates of HBsAg Loss in People with Chronic Hepatitis B •Significantly greater mean declines in HBsAg levels (p <0.

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incor

Barinthus Bio Announces Results From Ongoing Phase 2b Chronic Hepatitis B Trial, Including Achievement of Functional Cure and HBsAb Seroconversion

Barinthus Bio Announces Results From Ongoing Phase 2b Chronic Hepatitis B Trial, Including Achievement of Functional Cure and HBsAb Seroconversion •Eight participants achieved HBsAg loss at any time.

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease November 2024 Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease November 2024 Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Barinthus Bio Reports Third Quarter 2024 Update on Corporate Developments and Financial Results

Barinthus Bio Reports Third Quarter 2024 Update on Corporate Developments and Financial Results OXFORD, United Kingdom, November 6, 2024 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), a clinical-stage biopharmaceutical company developing novel immunotherapeutic candidates that guide T cells to control disease, provided an overview of business updates and announced financial results for the third quarter of 2024.

(Incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 001-40367) filed on November 6, 2024)

Private & Confidential Dated 21 February 2024 BARINTHUS BIOTHERAPEUTICS PLC and LEON HOOFTMAN SERVICE AGREEMENT THIS AGREEMENT is made on 21 February 2024 BETWEEN (1) BARINTHUS BIOTHERAPEUTICS PLC whose registered number is 13282620 and whose registered office is at Unit 6-10, Zeus Building Rutherford Avenue, Harwell, Didcot, United Kingdom, OX11 0DF (the "Company"); and (2) LEONARD WILLEM FREDERIK HOOFTMAN (the "Executive").

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorp

BRNS / Barinthus Biotherapeutics plc - Depositary Receipt (Common Stock) / M&G Plc - BARINTHUS BIOTHERAPEUTICS PLC Passive Investment

SC 13G/A 1 d794976dsc13ga.htm BARINTHUS BIOTHERAPEUTICS PLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Barinthus Biotherapeutics Plc (Name of Issuer) ADR, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 30th September 2024 (Date of Event Which Requires

BRNS / Barinthus Biotherapeutics plc - Depositary Receipt (Common Stock) / Cawood Frank Wayne - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Barinthus Biotherapeutics Plc (Name of Issuer) American Depositary Shares, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) October 7, 2024 (Date of Event Which Requires Filing of this Statement) Check the appro

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpor

Barinthus Bio Reports Second Quarter 2024 Update on Corporate Developments and Financial Results

Barinthus Bio Reports Second Quarter 2024 Update on Corporate Developments and Financial Results OXFORD, United Kingdom, August 8, 2024 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), a clinical-stage biopharmaceutical company developing novel T cell immunotherapeutic candidates, provided an overview of the Company’s progress and announced its financial results for the second quarter of 2024.

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpora

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporat

Barinthus Bio's VTP-300 Trials Demonstrate Ability to Achieve Undetectable HBsAg levels and Statistical Significance in Lowering HBsAg Levels in People with Chronic Hepatitis B

Barinthus Bio's VTP-300 Trials Demonstrate Ability to Achieve Undetectable HBsAg levels and Statistical Significance in Lowering HBsAg Levels in People with Chronic Hepatitis B •In the HBV003 trial, 67% of participants had HBsAg <10 IU/mL and 19% of participants had undetectable HBsAg when assessed for NUC discontinuation (end of treatment) or later, and 76% of participants were eligible for nucleos(t)ide analogue (NUC) therapy discontinuation.

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease June, 2024 Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease June, 2024 Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporat

Barinthus Bio Reports First Quarter 2024 Financial Results and Update on Corporate Developments

Barinthus Bio Reports First Quarter 2024 Financial Results and Update on Corporate Developments OXFORD, United Kingdom, May 13, 2024 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), a clinical-stage biopharmaceutical company developing novel T cell immunotherapeutic candidates designed to guide the immune system to overcome chronic infectious diseases, autoimmunity, and cancer, announced its financial results for the first quarter of 2024 and provided an overview of the Company’s progress.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisd

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease May, 2024 NASDAQ: BRNS Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within th

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease May, 2024 NASDAQ: BRNS Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Barinthus Bio Reports First Quarter 2024 Financial Results and Update on Corporate Developments

Barinthus Bio Reports First Quarter 2024 Financial Results and Update on Corporate Developments OXFORD, United Kingdom, May 13, 2024 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), a clinical-stage biopharmaceutical company developing novel T cell immunotherapeutic candidates designed to guide the immune system to overcome chronic infectious diseases, autoimmunity, and cancer, announced its financial results for the first quarter of 2024 and provided an overview of the Company’s progress.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease May, 2024 NASDAQ: BRNS Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within th

brns-20240513xexx992 Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease May, 2024 NASDAQ: BRNS Disclosure 2 This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 BARINTHUS BIOTHERAPE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporat

Barinthus Bio Announces Topline Data from Phase 1b/2 APOLLO Trial of VTP-200 in Persistent High-Risk Human Papillomavirus (HPV) Infections

Barinthus Bio Announces Topline Data from Phase 1b/2 APOLLO Trial of VTP-200 in Persistent High-Risk Human Papillomavirus (HPV) Infections •Primary safety endpoint met; VTP-200 was generally well-tolerated, with no treatment-related grade 3 or higher adverse events (AEs) or serious AEs (SAEs).

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐Preliminary Proxy Statement ☐Confidential, for Use of the Commission Only (as permitted b

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(

As filed with the Securities and Exchange Commission on March 20, 2024

As filed with the Securities and Exchange Commission on March 20, 2024 Registration No.

Filing Fee Table

Exhibit 107 Form S-8 (Form Type) Barinthus Biotherapeutics plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount to be Registered (2) Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value £0.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpor

Coalition for Epidemic Preparedness Innovations

CERTAIN INFORMATION IDENTIFIED WITH [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.

Subsidiaries of the Registrant.

Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Barinthus Biotherapeutics Pty Limited (formerly Vaccitech Australia Pty Limited) Australia Vaccitech Oncology Limited England and Wales Barinthus Biotherapeutics (UK) Limited (formerly Vaccitech (UK) Limited) England and Wales Barinthus Biotherapeutics North America, Inc. (formerly Vaccitech North America, Inc.) Delaware Barinthus

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC

Barinthus Bio Reports Full Year 2023 Financial Results and Update on Corporate Developments

Barinthus Bio Reports Full Year 2023 Financial Results and Update on Corporate Developments OXFORD, United Kingdom, March 20, 2024 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), formerly Vaccitech plc, announced its financial results for the year ended December 31, 2023, and an overview of the Company’s progress.

VACC / Vaccitech plc - ADR / M&G INVESTMENT MANAGEMENT LTD - BARINTHUS BIOTHERAPEUTICS PLC Passive Investment

SC 13G/A 1 d778639dsc13ga.htm BARINTHUS BIOTHERAPEUTICS PLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Barinthus Biotherapeutics Plc (Name of Issuer) ADR, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 31st December 2023 (Date of Event Which Requires

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 BARINTHUS BIOTHER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorpo

Barinthus Bio Provides a Financial Update and Announces Anticipated 2024 Corporate Milestones

Exhibit 99.1 Barinthus Bio Provides a Financial Update and Announces Anticipated 2024 Corporate Milestones · Cash runway anticipated to be extended from Q2 2025 to Q4 2025 · Data from multiple Phase 1 and 2 clinical trials expected in 2024 OXFORD, United Kingdom, Jan. 5, 2024 (GLOBE NEWSWIRE) - Barinthus Biotherapeutics plc (NASDAQ: BRNS), formerly Vaccitech plc, today provided a preliminary finan

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2023 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incor

New partnership aims to advance vaccine against MERS coronavirus

Exhibit 99.1 New partnership aims to advance vaccine against MERS coronavirus Dec 21, 2023 · CEPI to invest funding of up to $34.8 million to Barinthus Bio in addition to funds previously committed to the University of Oxford to develop and stockpile a ready reserve of emergency MERS vaccine candidate, VTP-500. · VTP-500 project with Barinthus Bio and University of Oxford uses tested ChAdOx1 platf

Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease November 2023

Exhibit 99.2 Barinthus Biotherapeutics Corporate Presentation Guiding the Immune System to Cure Disease November 2023 2 This presentation includes express and implied “forward - looking statements,” including forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 . Forward looking statements include all statements that are not historical facts, and

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 BARINTHUS BIOTHERAPEUTICS PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Barinthus Bio Reports Third Quarter 2023 Financial Results and Recent Corporate Developments

Exhibit 99.1 Barinthus Bio Reports Third Quarter 2023 Financial Results and Recent Corporate Developments OXFORD, United Kingdom, Nov. 09, 2023 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), formerly Vaccitech plc, today announced its financial results for the third quarter of 2023 and provided an overview of its progress. The Company is a clinical-stage biopharmaceutical company

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorp

Barinthus Bio Presents Interim Data from Phase 2b HBV003 Trial and Phase 2a AB-729-202 Trial in Collaboration with Arbutus Biopharma in Chronic HBV Patients at AASLD

Exhibit 99.1 Barinthus Bio Presents Interim Data from Phase 2b HBV003 Trial and Phase 2a AB-729-202 Trial in Collaboration with Arbutus Biopharma in Chronic HBV Patients at AASLD · Initial data from the combination of imdusiran and VTP-300 show meaningful reductions of HBsAg levels that were maintained well below baseline. · In HBV003, 31% of participants with screening HBsAg level of ≤200 IU/mL h

Compensation Recovery Policy

Exhibit 10.1 BARINTHUS BIOTHERAPEUTICS PLC COMPENSATION RECOVERY POLICY Adopted as of November 9, 2023 Barinthus Biotherapeutics PLC, a public limited company incorporated pursuant to the laws of England and Wales and listed in the U.S. (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below. 1.Overview The Policy sets forth the circumstances and procedures u

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2023 BARINTHUS BIOTHE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2023 BARINTHUS BIOTHERAPEUTICS PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorp

Vaccitech Renames as Barinthus Biotherapeutics to Highlight Strategic Evolution into a T Cell Immunotherapy Company Targeting Chronic Infectious Diseases, Autoimmunity and Cancer

Exhibit 99.1 Vaccitech Renames as Barinthus Biotherapeutics to Highlight Strategic Evolution into a T Cell Immunotherapy Company Targeting Chronic Infectious Diseases, Autoimmunity and Cancer · New Corporate Brand to be Unveiled at AASLD Liver Meeting® 2023 with Interim Data OXFORD, United Kingdom, Nov. 06, 2023 (GLOBE NEWSWIRE) – Barinthus Biotherapeutics plc (NASDAQ: BRNS), formerly Vaccitech pl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2023 VACCITECH PLC (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commiss

Vaccitech Reports Second Quarter 2023 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports Second Quarter 2023 Financial Results and Recent Corporate Developments OXFORD, United Kingdom, August 10, 2023 (GLOBE NEWSWIRE) - Vaccitech plc (NASDAQ: VACC), a clinical-stage biopharmaceutical company engaged in the discovery and development of novel T cell immunotherapeutics designed to harness the power of the immune system to treat chronic infectious diseases,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 VACCITECH PLC (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissio

Vaccitech to Present Positive Final Data at EASL Congress for Phase 1b/2 HBV002 Study in Adults with Chronic Hepatitis B

Exhibit 99.1 Vaccitech to Present Positive Final Data at EASL Congress for Phase 1b/2 HBV002 Study in Adults with Chronic Hepatitis B ● Meaningful, durable reductions of HBsAg were seen, both in participants who received VTP-300 alone and in combination with a low-dose PD-1 inhibitor ● Two patients developed a non-detectable HBsAg level, which continued eight months after last dose ● A robust T ce

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2023 VACCITECH PLC (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2023 VACCITECH PLC (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commission

Vaccitech Overview This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements include all st

Exhibit 99.2 Inducing T Cells to Treat and Prevent Disease May 2023 Vaccitech Corporate Presentation Vaccitech Overview This presentation includes express and implied “forward-looking statements,” including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements include all statements that are not historical facts, and in so

Employment Agreement by and between Vaccitech Switzerland GmbH and Nadège Pelletier, effective February 1, 2023

Exhibit 10.1 Employment Agreement dated 23 January, 2023 by and between /s/ William Enright Vaccitech Switzerland GmbH c/o Walder Wyss AG Aeschenvorstadt 48 4051 Basel Switzerland (the Company) and /s/ Nadege Pelletier Nadege Pelletier (the Employee) (The Company and the Employee are also referred to as Party or Parties) 1 of 23 Employment Agreement Table of Contents 1. Takeover of Employment Agre

Vaccitech Reports First Quarter 2023 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports First Quarter 2023 Financial Results and Recent Corporate Developments OXFORD, United Kingdom, May 12, 2023 (GLOBE NEWSWIRE) - Vaccitech plc (NASDAQ: VACC) (the Company, we or us), a clinical-stage biopharmaceutical company engaged in the discovery and development of novel immunotherapeutics and vaccines for the treatment and prevention of infectious diseases, autoim

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2023 VACCITECH PLC (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte

As filed with the Securities and Exchange Commission on March 24, 2023

As filed with the Securities and Exchange Commission on March 24, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2023 VACCITECH PLC (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2023 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-40367 VACCITECH PLC (Exact name of r

Filing Fee Table

Exhibit 107 Form S-8 (Form Type) Vaccitech plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount to be Registered (2) Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value £0.

Subsidiaries of the Registrant.

Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Vaccitech Australia Pty Limited Australia Vaccitech Oncology Limited England and Wales Vaccitech (UK) Limited (formerly Vaccitech Limited) England and Wales Vaccitech North America Inc. Delaware Vaccitech Italia S.R.L. Italy Vaccitech Switzerland GmbH Switzerland

Vaccitech Reports Full-Year 2022 Financial Results and an Update on Corporate Developments

Exhibit 99.1 Vaccitech Reports Full-Year 2022 Financial Results and an Update on Corporate Developments OXFORD, United Kingdom, March 24, 2023 (GLOBE NEWSWIRE) - Vaccitech plc (NASDAQ: VACC) (the Company, we or us), a clinical-stage biopharmaceutical company engaged in the discovery and development of novel immunotherapeutics and vaccines for the treatment and prevention of infectious diseases, au

VACC / Vaccitech plc / M&G INVESTMENT MANAGEMENT LTD - VACCITECH PLC Passive Investment

SC 13G/A 1 d448946dsc13ga.htm VACCITECH PLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Vaccitech Plc (Name of Issuer) ADS, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 31st December 2022 (Date of Event Which Requires Filing of this Statement) Check

Vaccitech Reports Third Quarter 2022 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports Third Quarter 2022 Financial Results and Recent Corporate Developments OXFORD, United Kingdom, November 10, 2022 - Vaccitech plc (NASDAQ: VACC) today announced its financial results for the third quarter ended September 30, 2022 and provided an overview of the Company?s recent corporate developments. Vaccitech is a clinical-stage biopharmaceutical company engaged in

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commi

Form of Indemnification Agreement between the Registrant and each of its directors and officers (Incorporated by reference to Exhibit 10.2 to our Quarterly Report on Form 10-Q (File No. 001-40367) filed on November 10, 2022).

Exhibit 10.2 VACCITECH PLC [Name of Director or Officer] [Address] [?] 20[?] Dear [Name of Director or Officer], Vaccitech plc (the ?Company?) and your role as a director/officer of the Company As you are aware the articles of association of the Company (the ?Articles?) contain provisions, at Article 143, granting an indemnity to the directors and officers of the Company from time to time. We are

Service Agreement with Gemma Brown, effective September 15, 2022 (Incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 001-40367) filed on November 10, 2022).

? Exhibit 10.1 ? DATED September 15, 2022 ? (1)Vaccitech PLC and (2)Gemma Brown ? SERVICE AGREEMENT ? ? ? ? ? Index ? ? ? ? Clause No. Page No. 1. INTERPRETATION 1 2. APPOINTMENT 2 3. DURATION AND WARRANTIES 2 4. SCOPE OF THE EMPLOYMENT 3 5. HOURS AND PLACE OF WORK 5 6. REMUNERATION 6 7. PENSION 6 8. BENEFITS 7 9. EXPENSES 8 10. HOLIDAY 8 11. INCAPACITY 9 12. OTHER PAID LEAVE 10 13. TRAINING 10 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ? ? FORM 10-Q ? ? (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 ? ? VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) ? England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

VACC / Vaccitech plc / M&G INVESTMENT MANAGEMENT LTD Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Vaccitech Plc (Name of Issuer) ADS, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 30th September 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Comm

Vaccitech Promotes Gemma Brown as Chief Financial Officer

Exhibit 99.1 Vaccitech Promotes Gemma Brown as Chief Financial Officer OXFORD, United Kingdom, Sept. 20, 2022 (GLOBE NEWSWIRE) - Vaccitech plc (NASDAQ: VACC), a clinical-stage biopharmaceutical company engaged in the discovery and development of novel immunotherapeutics and vaccines, today announced the promotion of Gemma Brown as Chief Financial Officer (CFO). Gemma Brown succeeds Georgy Egorov.

Vaccitech plc Unit 6-10, Zeus Building Rutherford Avenue Harwell, Didcot United Kingdom, OX11 0DF

Vaccitech plc Unit 6-10, Zeus Building Rutherford Avenue Harwell, Didcot United Kingdom, OX11 0DF August 15, 2022 Via EDGAR Transmission U.

As filed with the Securities and Exchange Commission on August 10, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 10, 2022 Registration Statement No.

Sales Agreement, dated as of August 9, 2022, by and between the Registrant and Jefferies LLC

Exhibit 1.2 OPEN MARKET SALE AGREEMENTSM August 9, 2022 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Vaccitech plc, a public limited company incorporated under the laws of England and Wales with registered number 13282620 (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sal

Vaccitech Reports Second Quarter 2022 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports Second Quarter 2022 Financial Results and Recent Corporate Developments Oxford, United Kingdom, August 9, 2022 - Vaccitech plc (NASDAQ: VACC) today announced its financial results for the second quarter ended June 30, 2022 and provided an overview of the Company?s recent corporate developments. Vaccitech is a clinical-stage biopharmaceutical company engaged in the di

Form of Subordinated Debt Security (included in Exhibit 4.5 hereto)

Exhibit 4.5 VACCITECH PLC TO Trustee Indenture Dated as of , 20 Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 10 SECTION 103. Form of Documents Delivered to Trustee 10 SECTION 104. Acts of Holders 10 SECTION 105. Notices, etc., to Trustee and Co

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES ? Subsidiary Jurisdiction of Incorporation Vaccitech Australia Pty Limited Australia Vaccitech Oncology Limited England and Wales Vaccitech (UK) Limited (formerly Vaccitech Limited) England and Wales Vaccitech North America Inc. Delaware Vaccitech Italia S.R.L. Italy ?

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ? ? FORM 10-Q ? ? (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 ? ? VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) ? England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissi

Incorporated herein by reference to Exhibit 2.1 to the Registrant’s Quarterly Report on Form 10-Q for the three months ended June 30, 2022 (File No. 001-40367) filed with the Securities and Exchange Commission on August 9, 2022

? Exhibit 2.1 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this ?Amendment?) is made as of this 9th day of May, 2022 (the ?Amendment Effective Date?) by and between Vaccitech PLC, a corporation organized under the laws of England and Wales (?Acquirer?), and Benjamin Eisler, an individual (the ?Securityho

Incorporated herein by reference to Exhibit 4.3 to the Registrant’s Quarterly Report on Form 10-Q for the three months ended June 30, 2022 (File No. 001-40367) filed with the Securities and Exchange Commission on August 9, 2022

? Exhibit 4.3 VACCITECH PLC REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the 9th day of August 2022, by and among VACCITECH PLC (the ?Company?) (Company no. 13282620) and the investors listed on Exhibit A hereto, referred to hereinafter as the ?Investors? and each individually as an ?Investor?. RECITALS WHEREAS, the Company and Investors

Form S-3 (File No. 333-266724), which was initially filed with the SEC on August 9, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 9, 2022 Registration Statement No.

Filing Fee Table

EX-FILING FEES 8 tm2222637d2ex-filingfees.htm EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) Vaccitech plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Agg

Form of Senior Debt Security (included in Exhibit 4.3 hereto)

Exhibit 4.3 VACCITECH PLC TO Trustee Indenture Dated as of ??????????????, 20 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE?DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 9 SECTION 103. Form of Documents Delivered to Trustee 3 SECTION 104. Acts of Holders 10 SECTION 105. Notices, etc., to Trustee an

Vaccitech plc The Schrödinger Building Heatley Road The Oxford Science Park Oxford, OX4 4GE United Kingdom

Vaccitech plc The Schr?dinger Building Heatley Road The Oxford Science Park Oxford, OX4 4GE United Kingdom July 5, 2022 Via EDGAR Transmission U.

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissio

Vaccitech’s VTP-300 induced sustained reductions of surface antigen in patients with chronic hepatitis B both as a monotherapy and in combination with a single low dose of anti-PD-1

Exhibit 99.1 Vaccitech’s VTP-300 induced sustained reductions of surface antigen in patients with chronic hepatitis B both as a monotherapy and in combination with a single low dose of anti-PD-1 June 22, 2022 VTP-300 as a monotherapy and in combination with a single administration of low-dose nivolumab was administered, with no treatment-related serious adverse events and infrequent transient tran

As filed with the Securities and Exchange Commission on June 22, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 22, 2022 Registration Statement No.

Filing Fee Table

Exhibit 107 Calculation of Registration Fee Form S-3 (Form Type) Vaccitech plc (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Ordinary shares, nominal value ?0.

Deposit Agreement, dated as of April 29, 2021, among the Registrant, The Bank of New York Mellon, and all Owners and Holders from time to time of American Depositary Shares issued thereunder (

Exhibit 4.1 VACCITECH PLC AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement April 29, 2021 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares 1 SECTION 1.2. Commission 2 SECTION 1.3. Company 2 SECTION 1.4. Custodian 2 SECTION 1.5. Deliver; Surrender 2 SECTION 1.6. Deposit Agreement 3 SECTION 1.7. Dep

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissio

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorp

Letter from BDO LLP, dated May 20, 2022

Exhibit 16.1 Tel: +44 (0)20 7486 5888 Fax: +44 (0)20 7487 3686 DX 9025 West End W1 www.bdo.co.uk 55 Baker Street London W1U 7EU May 20, 2022 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 United States of America We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on May 10, 2022, filed by our former client, Vaccitech

definitive proxy statement on Schedule 14A (other than information furnished rather than filed), which was filed with the SEC on May 13, 2022;

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permi

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ? ? FORM 10-Q ? ? (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 ? ? VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) ? England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Vaccitech Reports First Quarter 2022 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports First Quarter 2022 Financial Results and Recent Corporate Developments Oxford, United Kingdom, May 11, 2022 - Vaccitech plc (NASDAQ: VACC) today announced its financial results for the first quarter ended March 31, 2022, and provided an overview of the Company?s recent corporate developments. Vaccitech is a clinical-stage biopharmaceutical company engaged in the disc

Registration Rights Agreement, dated March 28, 2022, by and among the Registrant and Benjamin Eisler, as the Securityholder Agent (Incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 001-40367) filed on May 11, 2022).

Exhibit 10.1 VACCITECH PLC REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the 28th day of March 2022, by and among VACCITECH PLC (the ?Company?) (Company no. 13282620) and Benjamin Eisler (the ?Securityholder Agent?) acting on behalf of the investors listed on Exhibit A hereto (together with their permitted assigns, the ?Investors?), pursu

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.???) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as perm

Amendment No. 1 to Agreement and Plan of Merger and Reorganization, dated March 11, 2022, by and between Barinthus Biotherapeutics plc and Benjamin Eisler, as Securityholder Agent (Incorporated by reference to Exhibit 2.2 to our Annual Report on Form 10-K (File No. 001-40367) filed on March 25, 2022).

Exhibit 2.2 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATION THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REOR

As filed with the Securities and Exchange Commission on March 25, 2022

As filed with the Securities and Exchange Commission on March 25, 2022 Registration No.

Subsidiaries of the Registrant.

Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Vaccitech Australia Pty Limited Australia ? ? ? Vaccitech Oncology Limited ? England and Wales Vaccitech (UK) Limited (formerly Vaccitech Limited) England and Wales Vaccitech USA Inc. Delaware ? ? ? Vaccitech North America Inc. Delaware Vaccitech Italia S.R.L. Italy ?

Vaccitech Reports Full-Year 2021 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports Full-Year 2021 Financial Results and Recent Corporate Developments Oxford, United Kingdom, March 25, 2022 - Vaccitech plc (NASDAQ: VACC) today announced its financial results for the full year ended December 31, 2021 and provided an overview of the Company?s recent corporate developments. Vaccitech is a clinical-stage biopharmaceutical company engaged in the discover

Filing Fee Table

Exhibit 107 Form S-8 (Form Type) Vaccitech plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount to be Registered (2) Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nominal value ?0.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2022 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissi

Description of Registrant’s Securities (Incorporated by reference to Exhibit 4.3 to our Annual Report on Form 10-K (File No. 001-40367) filed on March 25, 2022).

Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description is a summary of the material terms of Vaccitech plc, or the Company, ordinary shares with a nominal value ?0.000025 per share and American Depositary Shares, or ADSs, each representing one ordinary share. This description also summarizes relevant prov

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

VACC / Vaccitech plc / Oxford Science Enterprises plc Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Vaccitech plc (Name of Issuer) ADS, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 31 December 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

VACC / Vaccitech plc / M&G Alternatives Investment Management Ltd - VACCITECH PLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vaccitech Plc (Name of Issuer) ADS, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 31st December 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

Vaccitech acquires Avidea Technologies to expand product pipeline and strengthen scientific leadership in immunotherapies and vaccines

Exhibit 99.1 Vaccitech acquires Avidea Technologies to expand product pipeline and strengthen scientific leadership in immunotherapies and vaccines December 13, 2021 ? Complementary technology platforms, expertise and capabilities provide unique synergistic opportunities. ? Exciting product candidates for oncology and autoimmunity based on the innovative SNAPvaxTM platform, which has demonstrated

Acquisition of Avidea Technologies December 2021

Exhibit 99.2 Acquisition of Avidea Technologies December 2021 2 This presentation includes express and implied ?forward - looking statements,? including forward - looking statements within the mea ning of the Private Securities Litigation Reform Act of 1995. Forward looking statements include all statements that are not historical facts, and in some cases, can b e i dentified by terms such as ?may

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2021 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not applicable (State or other jurisdiction of incorporation) (Commis

Agreement and Plan of Merger and Reorganization, dated December 9, 2021, by and among the Registrant, VA Merger Sub 1 Inc., VA Merger Sub 2 Inc., Avidea Technologies Inc., and Benjamin Eisler, as the Securityholder Agent (

Exhibit 2.1 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among Vaccitech PLC an England and Wales corporation, VA Merger Sub 1 Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ? ? FORM 10-Q ? ? (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 ? ? VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) ? England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Vaccitech Reports Third Quarter 2021 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports Third Quarter 2021 Financial Results and Recent Corporate Developments Oxford, United Kingdom, November 12, 2021 - Vaccitech plc (NASDAQ: VACC) today announced its financial results for the third quarter, ended September 30, 2021, and provided an overview of the Company?s recent corporate developments. Vaccitech is a clinical-stage biopharmaceutical company engaged i

Lease Agreement dated September 3, 2021 by and among The Harwell Science and Innovation Campus General Partner Limited, The Harwell Science and Innovation Campus Nominee Limited, The Harwell Science and Innovation Campus Limited Partnership and Vaccitech (UK) Limited (Incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q (File No. 001-40367) filed on November 12, 2021).

Exhibit 10.1 DATED 3rd September 2021 ? LEASE relating to Units 6, 7, 8, 9 and 10 Zeus Building Harwell Science and Innovation Campus Harwell Didcot Oxfordshire OX11 0RL (1)THE HARWELL SCIENCE AND INNOVATION CAMPUS LIMITED PARTNERSHIP A LIMITED PARTNERSHIP ACTING BY ITS GENERAL PARTNER THE HARWELL SCIENCE AND INNOVATION CAMPUS GENERAL PARTNER LIMITED AND THE HARWELL SCIENCE AND INNOVATION CAMPUS N

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2021 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commi

VACC / Vaccitech plc / M&G Alternatives Investment Management Ltd Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Vaccitech Plc (Name of Issuer) ADS, each representing one ordinary share (Title of Class of Securities) 91864C107 (CUSIP Number) 04/29/2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2021 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commi

Vaccitech Reports Second Quarter 2021 Financial Results and Recent Corporate Developments

Exhibit 99.1 Vaccitech Reports Second Quarter 2021 Financial Results and Recent Corporate Developments Oxford, United Kingdom, August 12, 2021 - Vaccitech plc (NASDAQ: VACC) today announced its financial results for the second quarter, ended June 30, 2021, and provided an overview of the Company?s recent corporate developments. Vaccitech is a clinical-stage biopharmaceutical company engaged in the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ? ? FORM 10-Q ? ? (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 ? ? VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) ? England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2021 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commiss

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2021 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commissio

Vaccitech Reports First Quarter 2021 Financial Results and Recent Corporate Developments

EX-99.1 2 tm2119556d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Vaccitech Reports First Quarter 2021 Financial Results and Recent Corporate Developments Oxford, United Kingdom, June 14, 2021 - Vaccitech plc (NASDAQ: VACC), a clinical-stage biopharmaceutical company engaged in the discovery and development of novel immunotherapeutics and vaccines for the treatment and prevention of infectious diseases an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40367 VACCITECH PLC (Exact Name of Registrant as Specified in its Charter) England and Wales Not Applicable (State or other jurisdiction of incorporation or organization) (I.

Articles of Association of the Registrant (Incorporated herein by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-40367) filed with the Securities and Exchange Commission on May 10, 2021).

Exhibit 3.1 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION of VACCITECH PLC (REGISTERED NUMBER: 13282620) (Adopted on 4 May 2021 by a special resolution passed on 21 April 2021) TABLE OF CONTENTS 1. Applicability of the Model Articles 1 2. Definitions and Interpretation 1 3. Form of Resolution 4 4. Capital 4 5. Limited Liability 4 6. Change of Name 4 7. Power to At

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2021 VACCITECH PLC (Exact name of registrant as specified in its charter) England and Wales 001-40367 Not Applicable (State or other jurisdiction of incorporation) (Commission

6,500,000 American Depositary Shares Representing 6,500,000 Ordinary Shares

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(4) ?Registration No. 333-255158? 6,500,000 American Depositary Shares Representing 6,500,000 Ordinary Shares We are offering 6,500,000 American Depositary Shares, or ADSs, each representing one ordinary share, nominal value ?0.000025 per share, of Vaccitech plc. This is the initial public offering of the ADSs, and no public market currently exists f

Form S-8 (SEC File No. 333-255664) filed with the Securities and Exchange Commission on April 30, 2021

As filed with the Securities and Exchange Commission on April 30, 2021 Registration No.

[Remainder of page left intentionally blank]

VIA EDGAR April 27, 2021 U.S. Securities and Exchange Commission Office of Life Sciences Division of Corporation Finance Mail Stop 4561 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert and Jeffrey Gabor Re: Vaccitech plc Acceleration Request for Registration Statement on Form S-1 File No. 333-255158 Acceleration Request Requested Date: April 29, 2021 Requested Time: 4:00 p.m., Ea

- S-1/A

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 27, 2021.

The description of our ordinary shares and the ADSs contained in our Registration Statement on Form 8-A, as filed with the SEC under Section 12(b) of the Exchange Act on April 27, 2021, including any amendment or report filed for the purpose of updating such description (File No. 001-40367).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Vaccitech plc (Exact name of registrant as specified in its charter) England and Wales Not Applicable (State of incorporation or organization) (I.

****

Goodwin Procter llp 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 April 27, 2021 VIA EDGAR Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert and Jeffrey Gabor Re: Vaccitech plc Amendment No. 1 to Registration Statement on Form S-1 Filed April 26, 2021 File No. 333-25515

[signature page follows]

April 27, 2021 VIA EDGAR U.S. Securities and Exchange Commission Office of Life Sciences Division of Corporation Finance Mail Stop 4561 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert and Jeffrey Gabor Re: Vaccitech plc Acceleration Request for Registration Statement on Form S-1 (File No. 333-255158) Ladies and Gentlemen: In connection with the above-captioned Registration State

Form of Deposit Agreement (Incorporated by reference to Exhibit 4.1 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

Exhibit 4.1 VACCITECH PLC AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement , 2021 TABLE OF CONTENTS ARTICLE 1. DEFINITIONS 1 SECTION 1.1. American Depositary Shares 1 SECTION 1.2. Commission 2 SECTION 1.3. Company 2 SECTION 1.4. Custodian 2 SECTION 1.5. Deliver; Surrender 2 SECTION 1.6. Deposit Agreement 3 SECTION 1.7. Depositary;

Form of Underwriting Agreement.

Exhibit 1.1 VACCITECH PLC [?] American Depositary Shares Representing [?] ORDINARY SHARES, NOMINAL VALUE ?[?] PER SHARE UNDERWRITING AGREEMENT [?], 2021 [?], 2021 Morgan Stanley & Co. LLC Jefferies LLC Barclays Capital Inc. William Blair & Company, L.L.C. c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Jefferies LLC 520 Madison Avenue New York, New York 10022 c/o Barclays C

- S-1/A

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 26, 2021.

2021 Stock Option and Incentive Plan and forms of award agreements thereunder (Incorporated by reference to Exhibit 10.2 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

EX-10.2 6 tm2035121d14ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 VACCITECH PLC VACCITECH PLC SHARE AWARD PLAN 2021 Adopted by the Board of the Company on April 8, 2021 5 New Street Square | London EC4A 3TW Tel +44 (0)20 7300 7000 Fax +44 (0)20 7300 7100 DX 41 London www.taylorwessing.com Index Rule No. Page No. 1. Definitions and interpretation 1 2. Eligibility 4 3. Grant of awards 4 4. Limits 6 5. Vest

Form of Employment Agreement between the Registrant and Chris Ellis (Incorporated by reference to Exhibit 10.14 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

EX-10.14 8 tm2035121d14ex10-14.htm EXHIBIT 10.14 Exhibit 10.14 DATED 2021 (1) Vaccitech PLC and (2) Christopher Ellis SERVICE AGREEMENT THIS AGREEMENT is made the day of 2021 BETWEEN (1) VACCITECH PLC registered in England and Wales with Company Number 13282620 of The Schrodinger Building 2nd Floor, Heatley Road, Oxford Science Park, Oxford, Oxfordshire, England, OX4 4GE (Company); and (2) CHRISTO

Form of Employment Agreement between the Registrant and Georgy Egorov to be in effect upon the closing of this offering.

EX-10.11 7 tm2035121d14ex10-11.htm EXHIBIT 10.11 Exhibit 10.11 DATED 2021 (1) Vaccitech PLC and (2) Georgy Egorov SERVICE AGREEMENT Index Clause No. Page No. 1. INTERPRETATION 1 2. APPOINTMENT 2 3. DURATION AND WARRANTIES 2 4. SCOPE OF THE EMPLOYMENT 4 5. HOURS AND PLACE OF WORK 5 6. REMUNERATION 6 7. PENSION 6 8. BENEFITS 7 9. EXPENSES 8 10. HOLIDAY 8 11. INCAPACITY 9 12. OTHER PAID LEAVE 10 13.

Form of Employment Agreement between the Registrant and Graham Griffiths (Incorporated by reference to Exhibit 10.15 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

EX-10.15 9 tm2035121d14ex10-15.htm EXHIBIT 10.15 Exhibit 10.15 DATED 2021 (1) Vaccitech PLC and (2) Graham Griffiths SERVICE AGREEMENT Index Clause No. Page No. 1. INTERPRETATION 1 2. APPOINTMENT 2 3. DURATION AND WARRANTIES 2 4. SCOPE OF THE EMPLOYMENT 3 5. HOURS AND PLACE OF WORK 5 6. REMUNERATION 5 7. PENSION 6 8. BENEFITS 7 9. EXPENSES 8 10. HOLIDAY 8 11. INCAPACITY 9 12. OTHER PAID LEAVE 10 1

2021 Employee Share Purchase Plan (Incorporated by reference to Exhibit 10.17 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

EX-10.17 10 tm2035121d14ex10-17.htm EXHIBIT 10.17 Exhibit 10.17 VACCITECH PLC 2021 EMPLOYEE SHARE PURCHASE PLAN The purpose of the Vaccitech plc 2021 Employee Share Purchase Plan (“the Plan”) is to provide eligible employees of Vaccitech plc (the “Company”) and each other Designated Company (as defined in Section 11) with opportunities to purchase Shares. 367,568 Shares in the aggregate have been

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CONFIDENTIAL TREATMENT REQUESTED

Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 CONFIDENTIAL TREATMENT REQUESTED BY VACCITECH PLC CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED PURSUANT TO 17 CFR 200.83 WITH RESPECT TO THE OMITTED PORTIONS. OMITTED INFORMATION HAS BEEN REPLACED IN THIS

Master Collaboration Agreement by and between the Registrant and CanSino Biologics, Inc., dated as of September 4, 2018.

Exhibit 10.5 EXECUTION VERSION CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL. Master Collaboration Agreement Dated 4 September 2018 Vaccitech Limited (?Vaccitec

Form of Employment Agreement between the Registrant and Margaret Marshall, MD, to be in effect upon the closing of this offering.

Exhibit 10.13 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made by and between Vaccitech Limited (which is anticipated to be reorganized into Vaccitech plc, ?Parent?), Vaccitech USA, Inc., a Delaware corporation (the ?U.S. Subsidiary?), and Margaret Marshall, M.D. (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equi

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Goodwin Procter llp 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 April 9, 2021 VIA EDGAR Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert and Jeffrey Gabor Re: Vaccitech plc (formerly known as Vaccitech Limited) Amendment No. 3 to Draft Registration Statement on Form

Form of Articles of Association of the Registrant (to be effective upon the consummation of this offering).

Exhibit 3.2 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION of VACCITECH PLC (REGISTERED NUMBER: 13282620) (Adopted by a special resolution passed on 2021) TABLE OF CONTENTS 1. Applicability of the Model Articles 1 2. Definitions and Interpretation 1 3. Form of Resolution 4 4. Capital 4 5. Limited Liability 4 6. Change of Name 4 7. Power to Attach Rights to Shares 4

License Agreement by and between the Registrant and Oxford University Innovation Limited, dated as of September 8, 2017 (Incorporated by reference to Exhibit 10.4 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

Exhibit 10.4 DATED 8 September 2017 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL. (1) OXFORD UNIVERSITY INNOVATION LIMITED and (2) VACCITECH LIMITED LICENCE OF

EMI Option Scheme and form of award agreement thereunder.

Exhibit 10.1 DATED 5 February 2018 RULES OF THE VACCITECH LIMITED EMI SHARE OPTION SCHEME (APPROVED BY THE BOARD OF DIRECTORS ON 5 February 2018) 5 New Street Square | London EC4A 3TW Tel +44 (0)20 7300 7000 Fax +44 (0)20 7300 7100 DX 41 London www.taylorwessing.com INDEX Clause No. Page No. 1. Interpretation and Construction 3 2. Statement of Purpose 8 3. Grant of Options 9 4. Notice of Grant 10

License of Technology by and between the Registrant and Oxford University Innovation Limited, dated as of March 4, 2016, as amended on January 14, 2019 and as further amended April 29, 2020 (Incorporated by reference to Exhibit 10.3 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

Exhibit 10.3 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL. DATED 4 March 2016 (1) ISIS INNOVATION LIMITED and (2) VACCITECH LIMITED LICENCE OF TECHNOLOGY (ISIS

Clinical Trial and Option Agreement by and among Vaccitech Oncology Limited, Cancer Research Technology Limited, and Cancer Research UK, dated as of December 16, 2019 (Incorporated by reference to Exhibit 10.8 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

Exhibit 10.8 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT H\AVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL. Private & Confidential Cancer Research UK Clinical Development Partnerships Clinical Trial and Opti

License Agreement by and between the Registrant and Vaccitech Oncology Limited, dated as of November 14, 2018.

Exhibit 10.7 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL. VACCITECH LIMITED and VACCITECH ONCOLOGY LIMITED 14 November 2018 LICENCE AGREEMENT Index Clause No.

Form of Employment Agreement between the Registrant and William Enright (Incorporated by reference to Exhibit 10.10 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

Exhibit 10.10 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made by and between Vaccitech Limited (which is anticipated to be reorganized into Vaccitech plc, ?Parent?), Vaccitech USA, Inc., a Delaware corporation (the ?U.S. Subsidiary?), and William Enright (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity secur

License Agreement by and among the Registrant, The Chancellor, Masters and Scholars of the University of Oxford and Oxford University Innovation Limited, dated as of September 27, 2018.

Exhibit 10.6 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL. LICENCE AGREEMENT THIS AGREEMENT is made on 27 September 2018 (?Effective Date?) BETWEEN (1) VACCITE

Subsidiaries of the Registrant.

Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Vaccitech Australia Pty Limited Australia Vaccitech Oncology Limited England and Wales Vaccitech (UK) Limited (formerly Vaccitech Limited) England and Wales Vaccitech USA Inc. Delaware Vaccitech Italia S.R.L. Italy

Articles of Association of Vaccitech plc, as currently in effect.

Exhibit 3.1 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES NEW ARTICLES OF ASSOCIATION of VACCITECH PLC (Adopted by a special resolution passed on 1 April 2021) TABLE OF CONTENTS Page 1. Introduction 2 2. Definitions 3 3. Share capital 11 4. Dividends 12 5. Liquidation preference 13 6. Exit provisions 14 7. Votes in general meeting 14 8. Consolidation of Shares 15 9. Conversion of Series

Form of Deed of Indemnity between the Registrant and each of its directors and officers (Incorporated by reference to Exhibit 10.9 to our Registration Statement on Form S-1/A (File No. 333-255158) filed on April 27, 2021).

Exhibit 10.9 DEED OF INDEMNITY FOR LOST SHARE CERTIFICATE(S) To: The Directors Vaccitech Limited (the "Company") The Schrodinger Building 2nd Floor Heatley Road Oxford Science Park Oxford, Oxfordshire England, OX4 4GE 2021 Dear Sirs Indemnity for Lost Share Certificate(s) 1. I/We confirm that: a. the original certificate(s) of title relating to the shares listed below (the "Shares") are not in my/

Power of Attorney (included on signature page to this registration statement).

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 9, 2021.

Form of Employment Agreement between the Registrant and Thomas G. Evans, MD, to be in effect upon the closing of this offering.

Exhibit 10.12 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made by and between Vaccitech Limited (which is anticipated to be reorganized into Vaccitech plc, ?Parent?), Vaccitech USA, Inc., a Delaware corporation (the ?U.S. Subsidiary?), and Thomas G. Evans, MD (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity s

Lease Agreement by and between the Registrant and Oxford Sciences Innovation plc, dated March 27, 2019.

Exhibit 10.16 DATED March 27, 2019 OXFORD SCIENCES INNOVATION PLC - and - VACCITECH LIMITED LEASE Part of Second Floor, The Schr?dinger Building The Oxford Science Park Sandford-on-Thames Oxford 71 Queen Victoria Street London EC4V 4AY Direct Dial +44 (0)20 7395 3047 Direct Fax +44 (0)20 7406 1602 Direct Email [email protected] TABLE OF CONTENTS Page 1. DEFINITIONS AND INTERPRETATION 1 2. DEMI

As confidentially submitted to the Securities and Exchange Commission on March 22, 2021 as Amendment No. 3 to the draft registration statement submitted on December 23, 2020. This Amendment No. 3 has not been publicly filed with the Securities and Ex

TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on March 22, 2021 as Amendment No.

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EX-10.16 3 filename3.htm Exhibit 10.16 DATED 2019 OXFORD SCIENCES INNOVATION PLC - and - VACCITECH LIMITED LEASE Part of Second Floor, The Schrödinger Building The Oxford Science Park Sandford-on-Thames Oxford 71 Queen Victoria Street London EC4V 4AY Direct Dial +44 (0)20 7395 3047 Direct Fax +44 (0)20 7406 1602 Direct Email [email protected] TABLE OF CONTENTS Page 1. DEFINITIONS AND INTERPRET

RULES OF THE VACCITECH LIMITED EMI SHARE OPTION SCHEME (APPROVED BY THE BOARD OF DIRECTORS ON 5 February 2018) 5 New Street Square | London EC4A 3TW Tel +44 (0)20 7300 7000 Fax +44 (0)20 7300 7100 DX 41 London www.taylorwessing.com

Exhibit 10.1 DATED 5 February 2018 RULES OF THE VACCITECH LIMITED EMI SHARE OPTION SCHEME (APPROVED BY THE BOARD OF DIRECTORS ON 5 February 2018) 5 New Street Square | London EC4A 3TW Tel +44 (0)20 7300 7000 Fax +44 (0)20 7300 7100 DX 41 London www.taylorwessing.com INDEX Clause No. Page No. 1. Interpretation and Construction 3 2. Statement of Purpose 8 3. Grant of Options 9 4. Notice of Grant 10

VACCITECH LIMITED VACCITECH ONCOLOGY LIMITED

EX-10.7 6 filename6.htm Exhibit 10.7 VACCITECH LIMITED and VACCITECH ONCOLOGY LIMITED LICENCE AGREEMENT CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. Index Clause No. Page No. THIS LICEN

As confidentially submitted to the Securities and Exchange Commission on March 10, 2021 as Amendment No. 2 to the draft registration statement submitted on December 23, 2020. This Amendment No. 2 has not been publicly filed with the Securities and Ex

? As confidentially submitted to the Securities and Exchange Commission on March 10, 2021 as Amendment No.

LICENCE AGREEMENT

EX-10.6 5 filename5.htm Exhibit 10.6 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. LICENCE AGREEMENT THIS AGREEMENT is made on 2018 (“Effective Date”) BETWEEN (1) VACCITECH LIMITED, a co

DEED OF COVENANT

EX-10.5 4 filename4.htm Exhibit 10.5 EXECUTION VERSION CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. Master Collaboration Agreement Dated Vaccitech Limited (“Vaccitech") CanSino Biologie

DATED 2017 (1) OXFORD UNIVERSITY INNOVATION LIMITED and (2) VACCITECH LIMITED LICENCE OF TECHNOLOGY (OUI PROJECT Nos. [***])

EX-10.4 3 filename3.htm Exhibit 10.4 DATED 2017 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. (1) OXFORD UNIVERSITY INNOVATION LIMITED and (2) VACCITECH LIMITED LICENCE OF TECHNOLOGY (OU

Cover Sheet The Company, the Agent and the Clinical Trial

Exhibit 10.8 Private & Confidential Cancer Research UK Clinical Development Partnerships Clinical Trial and Option Agreement Vaccitech Oncology Limited and Cancer Research Technology Limited and Cancer Research UK CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT H\AVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL

(1) ISIS INNOVATION LIMITED (2) VACCITECH LIMITED LICENCE OF TECHNOLOGY (ISIS PROJECT Nos. [***])

EX-10.3 2 filename2.htm Exhibit 10.3 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. DATED 2016 (1) ISIS INNOVATION LIMITED and (2) VACCITECH LIMITED LICENCE OF TECHNOLOGY (ISIS PROJECT No

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DRSLTR 1 filename1.htm Goodwin Procter LLP 100 Northern Avenue Boston, MA02210 goodwinlaw.com +1 617 570 1000 January 29, 2021 VIA EDGAR AND FEDERAL EXPRESS Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: David Gessert and Jeffrey Gabor Re: Vaccitech Limited Draft Registration Statement on Form S-1 Subm

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Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Vaccitech Australia Pty Limited Australia Vaccitech Oncology Limited England and Wales Vaccitech USA Inc. Delaware Vaccitech Italia S.R.L. Italy

You’ve Exceeded the SEC’s Traffic Limit

Exhibit 3.1 FINAL FORM THE COMPANIES ACT 2006 COMPANY LIMITED BY SHARES NEW ARTICLES OF ASSOCIATION of VACCITECH LIMITED (Adopted by a special resolution passed on 10 November 2017) FINAL FORM Index Clause No. Page No. 1. Introduction 1 2. Definitions 2 3. Share capital 10 4. Dividends 11 5. Liquidation preference 12 6. Exit provisions 12 7. Votes in general meeting and written resolutions 13 8. C

As confidentially submitted to the Securities and Exchange Commission on January 29, 2021 as Amendment No. 1 to the draft registration statement submitted on December 23, 2020. This Amendment No. 1 has not been publicly filed with the Securities and

TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on January 29, 2021 as Amendment No.

As confidentially submitted to the Securities and Exchange Commission on December 23, 2020. This draft registration statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confide

TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on December 23, 2020.