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Baker Julian, et al. – ‘5’ for 12/31/20 re: Seagen Inc.

On:  Tuesday, 2/16/21, at 7:30pm ET   ·   For:  12/31/20   ·   Accession #:  1104659-21-24485   ·   File #:  0-32405

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/16/21  Baker Julian                      5                      1:18K  Seagen Inc.                       Toppan Merrill/FA
          Baker Felix
          Baker Brothers Life Sciences LP
          Baker Bros. Advisors (GP) LLC
          667, L.P.
          Baker Bros. Advisors LP

Annual Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 5   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 5           Ownership Document -- tm216995-1_5.xml/3.6          HTML      3K 




        

This ‘5’ Document is an XML Data File that may be rendered in various formats:

  Form 5    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 

 
SEC Info rendering:  Ownership Document — tm216995-1_5.xml/3.6
 
FORM 5UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0362
Estimated average burden
hours per response:1.0
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Form 3 Holdings Reported.
  
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
BAKER BROS. ADVISORS LP

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
Seagen Inc. [ SGEN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below) Other (specify below)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/20
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount(A) or (D)Price
Common Stock 4,084,186ISee Footnotes (1) (3) (4) (5) (6)
Common Stock 43,290,171ISee Footnotes (2) (3) (4) (5) (6)
Common Stock 10/13/20G158,460D$023,280D (7)
Common Stock 10/13/20G158,456D$023,277D (8)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
BAKER BROS. ADVISORS LP

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
1. Name and Address of Reporting Person*
667, L.P.

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Baker Bros. Advisors (GP) LLC

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Baker Brothers Life Sciences LP

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
1. Name and Address of Reporting Person*
BAKER FELIX

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
1. Name and Address of Reporting Person*
BAKER JULIAN

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORKNY10014

(City)(State)(Zip)
Explanation of Responses:
(1)  As a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, L.P. ("667"), Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock ("Common Stock") of Seagen Inc. (the "Issuer") reported in column 5 of Table I directly held by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP),LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
(2)  As a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds"), Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.
(3)  Includes beneficial ownership of 26,098 previously issued restricted stock units (each an "RSU") payable solely in Common Stock issued to Felix Baker in his capacity as a director of the Issuer pursuant to the Amended and Restated 2007 Equity Incentive Plan of which the Funds may be deemed to own a portion and 77,500 previously issued shares from exercise of 77,500 non-qualified stock options ("Stock Options") of the Issuer that were issued to Felix J. Baker in his capacity as a director of the Issuer, of which the Funds may be deemed to own a portion. The policy of the Funds and the Adviser (as defined below) does not permit full-time employees of the Adviser or managing members of the Adviser GP (as defined below) to receive compensation for serving as a director of the Issuer.
(4)  Felix J. Baker serves on the board of directors of the Issuer (the "Board") as a representative of the Funds. Pursuant to the policies of the Adviser, Felix J. Baker does not have a right to any of the Issuer's securities issued as part of his service on the Board and the Funds are entitled to receive all of the pecuniary interest in the securities issued. The Funds each own an indirect proportionate pecuniary interest in the Stock Options and RSUs. Pursuant to agreements between Felix J. Baker and the Adviser, the Adviser has voting and dispositive power over the Stock Options, RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs.
(5)  Baker Bros. Advisors LP (the "Adviser") serves as the Investment Adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held by the Funds. Baker Bros. Advisors GP LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held by the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held by the Funds.
(6)  Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
(7)  Reflects Common Stock held directly by Felix J. Baker.
(8)  Reflects Common Stock held directly by Julian C. Baker.
Remarks:
Felix J. Baker is a director of Seagen Inc. (the "Issuer"). By virtue of their representation on the Board of Directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization of the Issuer.
By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 2/16/21
Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to 667, L.P., pursuant to authority granted by Baker Biotech Capital, L.P., GP to 667, L.P. Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 2/16/21
By: Baker Bros. Advisors (GP) LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 2/16/21
Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to BAKER BROTHERS LIFE SCIENCES, L.P., pursuant to authority granted by Baker Brothers Life Sciences Capital, L.P., GP to Baker Brothers Life Sciences, L.P., Name: Scott L. Lessing, Title: President /s/ 2/16/21
/s/ Felix J. Baker 2/16/21
/s/ Julian C. Baker 2/16/21
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
____________
Transaction Code:
    G    Bona fide gift.

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