JUNO Pengajuan SEC - Juno Therapeutics, Inc.- Laporan Tahunan, Pernyataan Kuasa, Prospektus

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SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Juno Therapeutics, Inc.

SEC Filings (Chronological Order)

Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.

March 16, 2018	15-12B	JUNO / Juno Therapeutics, Inc. 15-12B 15-12B 1 d550660d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36781 Juno Therapeutics, Inc. (Exact n
March 9, 2018	SC 13G/A	JUNO / Juno Therapeutics, Inc. / Arch Venture Fund VII LP - ARCH VII - JUNO THERAPEUTICS, INC. 13GA(#4E) Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48205A109 (CUSIP Number) March 5, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch
March 6, 2018	S-8 POS	JUNO / Juno Therapeutics, Inc. S-8 POS S-8 POS As filed with the Securities and Exchange Commission on March 6, 2018 Registration No.
March 6, 2018	S-8 POS	JUNO / Juno Therapeutics, Inc. S-8 POS S-8 POS As filed with the Securities and Exchange Commission on March 6, 2018 Registration No.
March 6, 2018	S-8 POS	JUNO / Juno Therapeutics, Inc. S-8 POS S-8 POS As filed with the Securities and Exchange Commission on March 6, 2018 Registration No.
March 6, 2018	S-8 POS	JUNO / Juno Therapeutics, Inc. S-8 POS S-8 POS As filed with the Securities and Exchange Commission on March 6, 2018 Registration No.
March 6, 2018	8-K	Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets Form 8-K 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 6, 2018 Juno Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36781 46-3656275 (State or Other Jurisdiction of Incorporation) (Com
March 5, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SC 14D9/A 1 d544288dsc14d9a.htm SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 7) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (
March 5, 2018	SC 13D/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying s
March 5, 2018	EX-99.(A)(5)(L)	CELGENE ANNOUNCES EXPIRATION OF CASH TENDER OFFER FOR SHARES OF JUNO THERAPEUTICS, INC. Exhibit (a)(5)(L) CELGENE ANNOUNCES EXPIRATION OF CASH TENDER OFFER FOR SHARES OF JUNO THERAPEUTICS, INC.
March 5, 2018	SC TO-T/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC TO-T/A SC TO-T/A 1 tv487641sctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror
March 5, 2018	SC 13E3/A	JUNO / Juno Therapeutics, Inc. / Juno Therapeutics, Inc. - SC 13E3/A SC 13E3/A 1 d546775dsc13e3a.htm SC 13E3/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) (Amendment No. 2) Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 JUNO THERAPEUTICS, INC. (Name of the Issuer) JUNO THERAPEUTICS, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Cl
March 1, 2018	EX-10.29	Offer Letter Agreement, dated November 8, 2017, by and between Ann Lee and the registrant Exhibit 10.29 November 8, 2017 Ann Lee Dear Ann, Congratulations! On behalf of Juno Therapeutics, Inc., (the “Company” or “Juno”), we are pleased to extend to you an offer to join Juno in the position of EVP, Tech Ops effective as of November 25, 2017 or other mutually agreed upon date (the “Start Date”). This position will be located in Seattle, WA and reports to Hans Bishop, President & Chief Ex
March 1, 2018	10-K	JUNO / Juno Therapeutics, Inc. 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 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: 001-36
March 1, 2018	EX-10.31F	Fifth Amendment to Lease Agreement, effective November 29, 2017, by and between ARE-Seattle No. 16, LLC and the registrant Exhibit 10.31(F) FIFTH AMENDMENT TO LEASE AGREEMENT THIS FIFTH AMENDMENT TO LEASE AGREEMENT (this “Fifth Amendment”) is made as of the 29 day of November, 2017, by and between ARE-SEATTLE NO. 16, LLC, a Delaware limited liability company (“Landlord”), and JUNO THERAPEUTICS, INC., a Delaware corporation (“Tenant”). RECITALS A. Landlord and Tenant are parties to that certain Lease Agreement dated as
March 1, 2018	EX-10.23G	Form of Performance Restricted Stock Unit Award Agreement under the 2014 Equity Incentive Plan Exhibit 10.23(G) JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK UNITS Unless otherwise defined herein, the terms defined in the 2014 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Unit Award Agreement, including the Notice of Grant of Restricted Stock Units (the “Notice o
March 1, 2018	EX-10.31E	Fourth Amendment to Lease Agreement, effective November 29, 2017, by and between ARE-Seattle No. 16, LLC and the registrant EX-10.31E 4 juno-123117xexx1031e.htm EXHIBIT 10.31E Exhibit 10.31(E) FOURTH AMENDMENT TO LEASE AGREEMENT THIS FOURTH AMENDMENT TO LEASE AGREEMENT (this “Fourth Amendment”) is made as of November 29 , 2017, by and between ARE-SEATTLE NO. 16, LLC, a Delaware limited liability company (“Landlord”), and JUNO THERAPEUTICS, INC., a Delaware corporation (“Tenant”). RECITALS A. Landlord and Tenant are par
March 1, 2018	EX-10.34E	Letter Agreement, dated October 6, 2017, by and among Celgene Corporation, Celgene Switzerland LLC and the registrant Exhibit 10.34(E) October 6, 2017 Celgene Corporation 86 Morris Avenue Summit, NJ 07901 Attention: Robert Hershberg, MD, PhD, Executive Vice President Business Development and Global Alliances Re: Consent Under Section 2.2.8 of the License Agreement by and among Celgene Corporation, Celgene Switzerland LLC (together with Celgene Corporation, “Celgene”), and Juno Therapeutics, Inc. (“Juno”), dated a
March 1, 2018	EX-21	Subsidiaries of the registrant EX-21 7 juno-123117xexx21.htm EXHIBIT 21 Exhibit 21 Subsidiaries of the Registrant Name Jurisdiction of Organization AbVitro LLC Delaware JuMP Holdings, LLC Washington Juno Therapeutics GmbH Germany JW (Cayman) Therapeutics Co. Ltd.* Cayman Islands JW (Hong Kong) Therapeutics Limited† Hong Kong S.A.R. JW Therapeutics (Shanghai) Co., Ltd† China RedoxTherapies, Inc. Delaware X-Body, Inc. Delaware
February 28, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 6) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (C
February 28, 2018	EX-99.(E)(37)	Amended and Restated Change in Control and Severance Plan EX-99.(e)(37) Exhibit (e)(37) JUNO THERAPEUTICS, INC. AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION 1. Introduction. The purpose of this Amended and Restated Juno Therapeutics, Inc. Change in Control and Severance Plan (the ?Amended and Restated Plan?) is to provide assurances of specified benefits to employees of the Company whose employment is subject to
February 22, 2018	SC TO-T/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying s
February 22, 2018	SC 13D/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC 13D/A Activist Investment SC 13D/A 1 tv486781sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror)
February 21, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 5) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (C
February 21, 2018	EX-99.(A)(2)(P)	Juno employees, EX-99.(a)(2)(P) Exhibit (a)(2)(P) Juno employees, We have been receiving many questions pertaining to compensation and equity award matters. We have put together the attached Q&A document to provide you guidance on some of these questions. Additionally, we wanted to inform you of some important administrative actions under our equity plans that may impact you: ? We are planning to end the current
February 21, 2018	EX-99.(A)(2)(Q)	Juno Compensation & Equity FAQs EX-99.(A)(2)(Q) 3 d531878dex99a2q.htm EX-99.(A)(2)(Q) Exhibit (a)(2)(Q) Juno Compensation & Equity FAQs 1. There are a lot of details surrounding my compensation lately and I’m a little confused. Can you break it down for me? Due to the timing of our proposed acquisition by Celgene Corporation (“Celgene”), the annual Juno compensation review is running in close proximity to acquisition-related com
February 21, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SC 14D9/A 1 d543312dsc14d9a.htm SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 4) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (
February 21, 2018	EX-99.(A)(5)(K)	CELGENE RECEIVES ANTITRUST CLEARANCE FOR JUNO ACQUISITION Exhibit (a)(5)(K) CELGENE RECEIVES ANTITRUST CLEARANCE FOR JUNO ACQUISITION SUMMIT, NJ – (February 21, 2018) – Celgene Corporation (NASDAQ:CELG) today announced that the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR") with respect to the previously announced tender offer by Celgene’s wholly owned subsidiary, Blue Magpie Corporation, for all issued and outstanding shares of common stock of Juno Therapeutics, Inc.
February 21, 2018	SC 13D/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying s
February 21, 2018	SC TO-T/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying s
February 21, 2018	EX-99.(A)(5)(K)	CELGENE RECEIVES ANTITRUST CLEARANCE FOR JUNO ACQUISITION Exhibit (a)(5)(K) CELGENE RECEIVES ANTITRUST CLEARANCE FOR JUNO ACQUISITION SUMMIT, NJ – (February 21, 2018) – Celgene Corporation (NASDAQ:CELG) today announced that the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR") with respect to the previously announced tender offer by Celgene’s wholly owned subsidiary, Blue Magpie Corporation, for all issued and outstanding shares of common stock of Juno Therapeutics, Inc.
February 20, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SC 14D9/A 1 d541895dsc14d9a.htm SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 3) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (
February 20, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SC 14D9/A 1 d542099dsc14d9a.htm SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (
February 15, 2018	SC 13E3/A	JUNO / Juno Therapeutics, Inc. / Juno Therapeutics, Inc. - SC 13E3/A SC 13E3/A 1 d530277dsc13e3a.htm SC 13E3/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) (Amendment No. 1) Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 JUNO THERAPEUTICS, INC. (Name of the Issuer) JUNO THERAPEUTICS, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Cl
February 14, 2018	SC 14D9/A	JUNO / Juno Therapeutics, Inc. SC 14D9/A SC 14D9/A 1 d542820dsc14d9a.htm SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (
February 14, 2018	SC TO-T/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying s
February 14, 2018	SC 13D/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying s
February 14, 2018	CORRESP	JUNO / Juno Therapeutics, Inc. CORRESP CORRESP SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 500 BOYLSTON STREET BOSTON, MASSACHUSETTS 02116 ————————— TEL: (617) 573-4800 FAX: (617) 573-4822 www.
February 9, 2018	SC 13G/A	JUNO / Juno Therapeutics, Inc. / VANGUARD GROUP INC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Juno Therapeutics Inc Title of Class of Securities: Common Stock CUSIP Number: 48205A109 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to designate the rule pursuant to which this Schedule is filed
February 7, 2018	SC 13D/A	JUNO / Juno Therapeutics, Inc. / BRATTON DOUGLAS K - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5) Juno Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (CUSIP Number) Jesús H. Payán Crestline Management, L.P. 201 Main Street, Suite 1900 Fort Worth, TX 76102 (817) 339-7600
February 2, 2018	EX-99.A.5.G	CELGENE CORPORATION COMMENCES TENDER OFFER FOR JUNO THERAPEUTICS, INC. Exhibit (a)(5)(G) CELGENE CORPORATION COMMENCES TENDER OFFER FOR JUNO THERAPEUTICS, INC.
February 2, 2018	EX-99.A.5.G	CELGENE CORPORATION COMMENCES TENDER OFFER FOR JUNO THERAPEUTICS, INC. EX-99.A.5.G 8 tv484477ex-a5g.htm EXHIBIT (A)(5)(G) Exhibit (a)(5)(G) CELGENE CORPORATION COMMENCES TENDER OFFER FOR JUNO THERAPEUTICS, INC. SUMMIT, NJ – (February 2, 2018) – Celgene Corporation (NASDAQ: CELG) today announced that its wholly-owned subsidiary, Blue Magpie Corporation, has commenced its previously announced tender offer for all outstanding shares of common stock of Juno Therapeutics,
February 2, 2018	EX-99.A1F	Notice of Offer to Purchase All Outstanding Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share in Cash by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below).
February 2, 2018	EX-99.1A1D	Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC. at $87.00 Net Per Share in Cash by BLUE MAGPIE CORPORATION a wholly-owned subsidiary of CELGENE CORPORATION EX-99.1A1D 5 tv484477-exa1d.htm EXHIBIT (A)(1)(D) Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC. at $87.00 Net Per Share in Cash by BLUE MAGPIE CORPORATION a wholly-owned subsidiary of CELGENE CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M., EASTERN TIME, ON MARCH 2, 2018, UNLESS THE OFFER IS EXTENDED OR
February 2, 2018	EX-99.(A)(2)(O)	EX-99.(A)(2)(O) EXHIBIT (a)(2)(O) February 2, 2018 To Our Stockholders: As we previously announced, on January 21, 2018, Juno Therapeutics, Inc.
February 2, 2018	EX-99.(C)(2)	Project Maple EX-99.(C)(2) 2 d505473dex99c2.htm EX-99.(C)(2) Exhibit (c)(2) Project Maple Discussion Materials January 21, 2018 Morgan Stanley Project Maple Table of Contents Section 1 Market Update Section 2 Review of Maple Management Forecasts Section 3 Financial Analysis Appendix A PoS Adjusted Financials Appendix B Non-PoS Adjusted Financials Appendix C Assumptions Details Appendix D Financial Analysis Refe
February 2, 2018	EX-99.A1C	Notice of Guaranteed Delivery Tender of Shares of Common Stock Juno Therapeutics, Inc. Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation (Not to be used for signature guarantees) Exhibit (a)(1)(C) Notice of Guaranteed Delivery for Tender of Shares of Common Stock of Juno Therapeutics, Inc.
February 2, 2018	EX-99.A1A	Offer to Purchase for Cash All Outstanding Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share In Cash by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation EX-99.A1A 2 tv484477-exa1a.htm EXHIBIT (A)(1)(A) TABLE OF CONTENTS February 2, 2018 Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share In Cash by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M., EASTERN TIME, ON MARC
February 2, 2018	EX-99.(C)(5)	Project Maple EX-99.(C)(5) 5 d505473dex99c5.htm EX-99.(C)(5) Exhibit (c)(5) Project Maple Discussion Materials January 2, 2018 Maple Board Discussion Materials v21.pptx\30 DEC 2017\1:40 AM\2 Project Maple Table of Contents Section 1 Market Update Section 2 Review of Maple Management Forecasts Section 3 Preliminary Financial Analysis Appendix A PoS Adjusted Financials Appendix B Non-PoS Adjusted Financials Appen
February 2, 2018	EX-99.C.2	DISCUSSION MATERIALS Presentation to Board of Directors January 21, 2018 STRICTLY PRIVATE AND CONFIDENTIAL Exhibit (c)(2) DISCUSSION MATERIALS Presentation to Board of Directors January 21, 2018 STRICTLY PRIVATE AND CONFIDENTIAL CONFIDENTIAL CELGENE CORPORATION This presentation was prepared exclusively for the benefit and internal use of the J.
February 2, 2018	EX-99.A1E	Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC. at $87.00 Net Per Share in Cash by BLUE MAGPIE CORPORATION a wholly-owned subsidiary of CELGENE CORPORATION Exhibit (a)(1)(E) Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC.
February 2, 2018	EX-99.(C)(4)	Project Maple EX-99.(c)(4) Exhibit (c)(4) Project Maple Discussion Materials December 20, 2017 Project MapleDiscussion Materialsv9.pptx\19 DEC 2017\5:26 PM\2 Project Maple Termination Fee Precedents $5—$20Bn Transactions Since 2013 – All Industries Termination & Reverse Termination Fees – Comparable Transactions (1) Since 2013; Aggregate Value $5.0Bn—$20.0Bn Transaction Overview Termination Fees Reverse Termina
February 2, 2018	EX-99.A1C	Notice of Guaranteed Delivery Tender of Shares of Common Stock Juno Therapeutics, Inc. Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation (Not to be used for signature guarantees) Exhibit (a)(1)(C) Notice of Guaranteed Delivery for Tender of Shares of Common Stock of Juno Therapeutics, Inc.
February 2, 2018	EX-99.A1B	LETTER OF TRANSMITTAL to Tender Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share in Cash Pursuant to the Offer to Purchase dated February 2, 2018 by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Shares of Common Stock of Juno Therapeutics, Inc.
February 2, 2018	SC 13E3	JUNO / Juno Therapeutics, Inc. / Juno Therapeutics, Inc. - SC 13E3 SC 13E3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 JUNO THERAPEUTICS, INC. (Name of the Issuer) JUNO THERAPEUTICS, INC. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Classes of Securities) 48205A109 (CUSIP Number of Clas
February 2, 2018	EX-99.C.2	DISCUSSION MATERIALS Presentation to Board of Directors January 21, 2018 STRICTLY PRIVATE AND CONFIDENTIAL Exhibit (c)(2) DISCUSSION MATERIALS Presentation to Board of Directors January 21, 2018 STRICTLY PRIVATE AND CONFIDENTIAL CONFIDENTIAL CELGENE CORPORATION This presentation was prepared exclusively for the benefit and internal use of the J.
February 2, 2018	EX-99.A1B	LETTER OF TRANSMITTAL to Tender Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share in Cash Pursuant to the Offer to Purchase dated February 2, 2018 by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Shares of Common Stock of Juno Therapeutics, Inc.
February 2, 2018	EX-99.A1A	Offer to Purchase for Cash All Outstanding Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share In Cash by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation TABLE OF CONTENTS February 2, 2018 Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Juno Therapeutics, Inc.
February 2, 2018	EX-99.1A1D	Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC. at $87.00 Net Per Share in Cash by BLUE MAGPIE CORPORATION a wholly-owned subsidiary of CELGENE CORPORATION Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC.
February 2, 2018	SC 13G/A	JUNO / Juno Therapeutics, Inc. / Arch Venture Fund VII LP - ARCH VII - JUNO THERAPEUTICS, INC. 13GA(#3) Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48205A109 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this
February 2, 2018	SC 14D9	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therape SC 14D9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (CUSIP Numbe
February 2, 2018	SC TO-T	BNVI / BioNovo, Inc. / CELGENE CORP /DE/ - SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying stat
February 2, 2018	EX-99.A1E	Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC. at $87.00 Net Per Share in Cash by BLUE MAGPIE CORPORATION a wholly-owned subsidiary of CELGENE CORPORATION Exhibit (a)(1)(E) Offer to Purchase All Outstanding Shares of Common Stock of JUNO THERAPEUTICS, INC.
February 2, 2018	SC 13D/A	BNVI / BioNovo, Inc. / CELGENE CORP /DE/ - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying stat
February 2, 2018	EX-99.(C)(3)	Project Maple Board Discussion Materials v72.pptx\03 NOV 2017\10:28 PM\1 EX-99.(c)(3) Exhibit (c)(3) Project Maple Board Discussion Materials v72.pptx\03 NOV 2017\10:28 PM\1 Project Maple Discussion Materials 7 November 2017 Project Maple Board Discussion Materials v72.pptx\03 NOV 2017\10:28 PM\2 Project Maple Table of Contents Section 1 Market Update Section 2 Review of Maple Management Forecasts Section 3 Preliminary Financial Analysis Section 4 Tactical Consideratio
February 2, 2018	EX-99.A1F	Notice of Offer to Purchase All Outstanding Shares of Common Stock of Juno Therapeutics, Inc. at $87.00 Net Per Share in Cash by Blue Magpie Corporation a wholly-owned subsidiary of Celgene Corporation EX-99.A1F 7 tv484477-exa1f.htm EXHIBIT (A)(1)(F) Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely by the Offer to Purchase (as defined below), dated February 2, 2018, and the related
February 1, 2018	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 31, 2018 Juno Therapeutics, Inc.
February 1, 2018	EX-10.1	Form of Tax Reimbursement Agreement Exhibit Exhibit 10.1 , 2018 [Name] Re: Tax Reimbursement Agreement To [?]: On January 21, 2018, Juno Therapeutics, Inc. (the ? Company ?) entered into an Agreement and Plan of Merger (the ? Merger Agreement ? and the transactions contemplated by the Merger Agreement, collectively, the ? Transaction ?) with Celgene Corporation, a Delaware corporation (? Parent ?), and Blue Magpie Corporation, a Del
January 29, 2018	SC14D9C	JUNO / Juno Therapeutics, Inc. SC14D9C SC14D9C 1 d464115dsc14d9c.htm SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Secu
January 29, 2018	EX-99.B	Transaction Impact on Equity Grants EX-99.B Exhibit B Exhibit B Transaction Impact on Equity Grants Illustrative Only: Based on standard 4 year vesting agreements Grant Months Left (As of Closing) Example(s) Acceleration @ Closing Months 1-12 (Year 1) Months 13-24 (Year 2) Months 25-36 (Year 3) Months 37-48 (Year 4) < 12 Mths New hire grant in January 2015 All remaining shares vest n/a n/a n/a n/a >12 mths; =< 24 mths 2016 annual gr
January 29, 2018	EX-99.A	2 EX-99.A Exhibit A Juno employees, In order to help you better understand how equity awards will be treated upon the closing of the pending acquisition of Juno by Celgene, we have prepared the attached slides to provide a high level summary of how different awards granted at different points of time would be impacted. The attached does not cover all scenarios, such as certain new hire awards that h
January 25, 2018	EX-99.1	Excerpts from Celgene’s Fourth Quarter and Full-Year 2017 Earnings Release Exhibit 99.1 In January 2018, Celgene entered into an agreement to acquire Juno Therapeutics, Inc., an integrated biopharmaceutical company focused on developing innovative cellular immunotherapies for the treatment of cancer. Under the terms of the merger agreement, Celgene will pay $87 per share in cash, or a total of approximately $9 billion, net of cash and marketable securities acquired and J
January 25, 2018	SC TO-C	CELG / Celgene Corp. SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying stat
January 23, 2018	EX-99.1	Slide Presented at Juno Therapeutics, Inc. Employee Meeting. Exhibit 99.1 An Aligned Mission and Vision 1 AN ALIGNED MISSION AND VISION A quest to radically change the course of medicine. We?re aligning our investments in scientific research, manufacturing and most of all, people, to change the way cancer and other serious diseases are treated. Celgene is building a preeminent global biopharmaceutical company focused on the discovery, development and commer
January 23, 2018	EX-99.2	Email from Celgene Corporation CEO to Juno Therapeutics, Inc. Employees. Exhibit 99.2 Subject: A Note to Juno Employees from Mark Alles, Celgene?s CEO Dear Juno Employees, I want to take a moment to introduce myself and share with you how excited I am about today?s announcement, which will allow both Celgene and Juno to continue to shape the future of cellular immunotherapy upon completion of the transaction. Juno is a pioneer in the development of CAR T and TCR therap
January 23, 2018	SC TO-C	CELG / Celgene Corp. SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying stat
January 23, 2018	SC14D9C	JUNO / Juno Therapeutics, Inc. SC14D9C SC14D9C 1 d529454dsc14d9c.htm SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Secu
January 23, 2018	EX-99.A	Important Information EX-99.A Exhibit A Important Information The tender offer for the outstanding common stock of Juno Therapeutics, Inc. (?Juno?) referred to in this communication has not yet commenced. This communication is neither a recommendation, an offer to purchase nor a solicitation of an offer to sell any securities. The solicitation and the offer to buy shares of Juno?s common stock will be made pursuant to
January 23, 2018	EX-99.A	Manager & Recruiter Talking Points: EX-99.A Exhibit A Manager & Recruiter Talking Points: ? We are excited about the acquisition for many reasons, mainly: ? This union will strengthen our ability to bring Juno?s transformative therapies to patients around the globe ? while maintaining our independence and culture. ? This also puts us in an even stronger position to deliver on our mission. Together we will be able to speed up our dev
January 23, 2018	EX-99.B	A Note to Juno Employees from Mark Alles, Celgene’s CEO EX-99.B Exhibit B Subject: A Note to Juno Employees from Mark Alles, Celgene?s CEO Dear All, Mark Alles, the CEO of Celgene, asked me to pass along this message from him to all of you. -Hans Dear Juno Employees, I want to take a moment to introduce myself and share with you how excited I am about today?s announcement, which will allow both Celgene and Juno to continue to shape the future of cellul
January 23, 2018	SC14D9C	JUNO / Juno Therapeutics, Inc. SC14D9C SC14D9C 1 d526690dsc14d9c.htm SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Secu
January 23, 2018	SC 14D9	JUNO / Juno Therapeutics, Inc. SC 14D9 SC 14D9 1 d526690dsc14d9.htm SC 14D9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Secur
January 23, 2018	EX-99.B	A Note to Juno Employees from Mark Alles, Celgene’s CEO EX-99.B Exhibit B Subject: A Note to Juno Employees from Mark Alles, Celgene?s CEO Dear All, Mark Alles, the CEO of Celgene, asked me to pass along this message from him to all of you. -Hans Dear Juno Employees, I want to take a moment to introduce myself and share with you how excited I am about today?s announcement, which will allow both Celgene and Juno to continue to shape the future of cellul
January 23, 2018	EX-99.A	Manager & Recruiter Talking Points: EX-99.A Exhibit A Manager & Recruiter Talking Points: ? We are excited about the acquisition for many reasons, mainly: ? This union will strengthen our ability to bring Juno?s transformative therapies to patients around the globe ? while maintaining our independence and culture. ? This also puts us in an even stronger position to deliver on our mission. Together we will be able to speed up our dev
January 22, 2018	EX-99.A	The tender offer for the outstanding common stock of Juno Therapeutics, Inc. (“Juno”) referred to in this communication has not yet commenced. This communication is neither a recommendation, an offer to purchase nor a solicitation of an offer to sell EX-99.A January 22, 2018 Juno All Company Meeting Exhibit A The tender offer for the outstanding common stock of Juno Therapeutics, Inc. (?Juno?) referred to in this communication has not yet commenced. This communication is neither a recommendation, an offer to purchase nor a solicitation of an offer to sell any securities. The solicitation and the offer to buy shares of Juno?s common stock will
January 22, 2018	EX-99.C	Hello Juno Temp Workers and Contractors EX-99.C Exhibit C Hello Juno Temp Workers and Contractors Today it was announced the signing of a definitive merger agreement under which Juno Therapeutics, Inc. will be acquired by their long-term partner, Celgene. We wanted to let you know that Juno Therapeutics will be a wholly-owned subsidiary of Celgene, and Celgene intends to adopt Juno?s goals and operating plan once the transaction closes.
January 22, 2018	SC14D9C	JUNO / Juno Therapeutics, Inc. SC14D9C SC14D9C 1 d498321dsc14d9c.htm SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Secu
January 22, 2018	EX-99.D	Hi friends, EX-99.D Exhibit D Hi friends, As you have likely already heard, this morning we announced the signing of a definitive merger agreement under which Celgene, our long-term partner, will acquire Juno. You can view the press release attached for further details. As noted in the release, Celgene and Juno have a shared vision to discover and develop transformative medicines for patients with incurable b
January 22, 2018	EX-99.B	RE: Follow Up from Announcement EX-99.B 3 d498321dex99b.htm EX-99.B Exhibit B RE: Follow Up from Announcement Dear Global Juno Team, Thank you for your attendance and thoughtful questions at the All Company Meeting. We will keep the lines of communication open and make certain that you have the most up to date information. Both companies are excited about the acquisition and the potential to bring our promising therapies to a br
January 22, 2018	EX-99.1	Transcript of Investor Conference Call with Investors of Celgene Corporation, held on January 22, 2018. Exhibit 99.1 Client Id: 77 THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT CELG - Celgene Corp to Acquire Juno Therapeutics Inc Conference Call EVENT DATE/TIME: JANUARY 22, 2018 / 1:00PM GMT OVERVIEW: Co. provided an update on Juno Therapeutics, Inc. acquisition. The total transaction value is approx. $9b, net of Juno’s cash and 9.7% existing ownership position or $87 per share. THOMSON REUTERS STR
January 22, 2018	SC TO-C	CELG / Celgene Corp. SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying stat
January 22, 2018	EX-2.1	Agreement and Plan of Merger, dated as of January 21, 2018, among Celgene Corporation, Blue Magpie Corporation and Juno Therapeutics, Inc.* EX-2.1 2 tv483709ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: JUNO THERAPEUTICS, INC., a Delaware corporation; CELGENE CORPORATION, a Delaware corporation; and BLUE MAGPIE CORPORATION, a Delaware corporation Dated as of January 21, 2018 TABLE OF CONTENTS Section 1 THE OFFER 1.1 The Offer 2 1.2 Company Actions 5 1.3 Schedule 13E-3 7 Section 2 MERGER TRANSA
January 22, 2018	SC TO-C	CELG / Celgene Corp. FORM 8-K 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 21, 2018 CELGENE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-34912 22-2711928 (State or other jurisdiction of incorporation) (Commission Fi
January 22, 2018	EX-2.1	Agreement and Plan of Merger, dated as of January 21, 2018, by and among Juno Therapeutics Inc., Celgene Corporation and Blue Magpie Corporation.* EX-2.1 2 d521429dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: JUNO THERAPEUTICS, INC., a Delaware corporation; CELGENE CORPORATION, a Delaware corporation; and BLUE MAGPIE CORPORATION, a Delaware corporation Dated as of January 21, 2018 TABLE OF CONTENTS SECTION 1 THE OFFER 1.1 The Offer 2 1.2 Company Actions 5 1.3 Schedule 13E-3 6 SECTION 2 MERGER TRANSACTION
January 22, 2018	8-K	JUNO / Juno Therapeutics, Inc. 8-K (Current Report) 8-K 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 22, 2018 (January 21, 2018) Juno Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36781 46-3656275 (State or Other Jurisdiction of In
January 22, 2018	EX-99.2	Joint Press Release, dated January 22, 2018 Exhibit 99.2 CELGENE CORPORATION TO ACQUIRE JUNO THERAPEUTICS, INC., ADVANCING GLOBAL LEADERSHIP IN CELLULAR IMMUNOTHERAPY - Acquisition Will Add Novel Scientific Platform and Manufacturing Expertise to Celgene?s Research and Operational Capabilities - JCAR017 is Expected to be a Significant Growth Driver Beyond 2020 with Potential Global Peak Sales of Approximately $3B - Reaffirming 2020 Financia
January 22, 2018	EX-99.1	Investor Presentation Exhibit 99.1 Celgene Announces Acquisition of Juno Therapeutics January 22, 2018 C HANGING THE C OURSE OF H UMAN H EALTH T HROUGH B OLD P URSUITS IN S CIENCE Forward Looking Statements and Adjusted Financial Information Thi s presentatio n contain s forward - lookin g statements , whic h ar e generall y s tatement s tha t ar e not historica l facts . Forward - lookin g s tatement s ca n b e identi
January 22, 2018	SC TO-C	CELG / Celgene Corp. SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 JUNO THERAPEUTICS, INC. (Name of Subject Company (Issuer)) BLUE MAGPIE CORPORATION (Offeror) A Wholly-Owned Subsidiary of CELGENE CORPORATION (Parent of Offeror) (Names of Filing Persons (identifying stat
January 22, 2018	SC14D9C	JUNO / Juno Therapeutics, Inc. SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (CUSIP Number of Cla
January 22, 2018	EX-99.B	2 EX-99.B Exhibit B Dear [NAME] I wanted to give you a heads up about the deal announced this morning. The Juno board has agreed to a definitive merger agreement with Celgene. An important impetus for the deal is a belief that progress within the cell therapy field is going to accelerate and the resources required to compete are going to increase significantly. And we believe that this merger is goi
January 22, 2018	EX-99.C	The union of Juno with Celgene is good news for Seattle. Juno will remain at its new building in South Lake Union and its manufacturing facility in Bothell, and our robust hiring plans remain unchanged. The fundamental mission of our organization is EX-99.C Exhibit C The union of Juno with Celgene is good news for Seattle. Juno will remain at its new building in South Lake Union and its manufacturing facility in Bothell, and our robust hiring plans remain unchanged. The fundamental mission of our organization is unchanged. We will pursue innovative science and work to pursue new and better therapies for patients, and do so from our base here.
January 22, 2018	EX-99.D	Dear [NAME], EX-99.D Exhibit D Dear [NAME], I hope this message finds you well. You may have heard the news. You may have heard the news that Juno will be acquired by Celgene Corporation. We remain focused on our mission to develop new and better treatments. The driving force behind Juno has always been our focus on delivering for patients. By combining with Celgene, we are able to speed up development, increa
January 22, 2018	EX-99.A	This agreement puts us in an even stronger position to deliver on our mission. Together we will strive to speed up our development, increase our scale, continue to grow our organization, and reach even more patients around the world. EX-99.A Exhibit A Team? Today is a very big step in the evolution of our company. We announced the signing of a definitive merger agreement, in which our long-term partner, Celgene, agreed to acquire Juno. You can view the press release here for further details. This agreement puts us in an even stronger position to deliver on our mission. Together we will strive to speed up our development, incre
January 22, 2018	8-K	JUNO / Juno Therapeutics, Inc. 8-K (Current Report) 8-K 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 22, 2018 (January 21, 2018) Juno Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36781 46-3656275 (State or Other Jurisdiction of In
January 22, 2018	EX-99.1	CELGENE CORPORATION TO ACQUIRE JUNO THERAPEUTICS, INC., ADVANCING GLOBAL LEADERSHIP IN CELLULAR IMMUNOTHERAPY - Acquisition Will Add Novel Scientific Platform and Manufacturing Expertise to Celgene’s Research and Operational Capabilities - JCAR017 is EX-99.1 Exhibit 99.1 CELGENE CORPORATION TO ACQUIRE JUNO THERAPEUTICS, INC., ADVANCING GLOBAL LEADERSHIP IN CELLULAR IMMUNOTHERAPY - Acquisition Will Add Novel Scientific Platform and Manufacturing Expertise to Celgenes Research and Operational Capabilities - JCAR017 is Expected to be a Significant Growth Driver Beyond 2020 with Potential Global Peak Sales of Approximately $3B - Reaffirming 2020
January 22, 2018	SC14D9C	JUNO / Juno Therapeutics, Inc. SC14D9C SC14D9C 1 d528098dsc14d9c.htm SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Juno Therapeutics, Inc. (Name of Subject Company) Juno Therapeutics, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Secu
January 22, 2018	EX-99.(A)	CELGENE CORPORATION TO ACQUIRE JUNO THERAPEUTICS, INC., ADVANCING GLOBAL LEADERSHIP IN CELLULAR IMMUNOTHERAPY - Acquisition Will Add Novel Scientific Platform and Manufacturing Expertise to Celgene’s Research and Operational Capabilities - JCAR017 is EX-99.(A) 2 d528098dex99a.htm EX-99.A Exhibit A CELGENE CORPORATION TO ACQUIRE JUNO THERAPEUTICS, INC., ADVANCING GLOBAL LEADERSHIP IN CELLULAR IMMUNOTHERAPY - Acquisition Will Add Novel Scientific Platform and Manufacturing Expertise to Celgene’s Research and Operational Capabilities - JCAR017 is Expected to be a Significant Growth Driver Beyond 2020 with Potential Global Peak Sales of Approximat
January 22, 2018	SC 13D/A	JUNO / Juno Therapeutics, Inc. / CELGENE CORP /DE/ - AMENDMENT NO. 6 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48205A109 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Add
November 29, 2017	EX-24	EX-24 Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) the Chief Financial Officer of Juno Therapeutics, Inc.
November 9, 2017	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2017 Juno Therapeutics, Inc.
November 8, 2017	SC 13D/A	JUNO / Juno Therapeutics, Inc. / BRATTON DOUGLAS K - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) Juno Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (CUSIP Number) Jesús H. Payán Crestline Management, L.P. 201 Main Street, Suite 1900 Fort Worth, TX 76102 (817) 339-7600
November 1, 2017	EX-99.1	JUNO THERAPEUTICS REPORTS THIRD QUARTER 2017 FINANCIAL RESULTS - TRANSCEND pivotal trial ongoing using dose level 2 - - Promising data with JCAR017 in DLBCL at dose level 2: 80% (12/15) ORR and 73% (11/15) CR rate at 3 months in core group - - 1% (1/ Exhibit Exhibit 99.1 JUNO THERAPEUTICS REPORTS THIRD QUARTER 2017 FINANCIAL RESULTS - TRANSCEND pivotal trial ongoing using dose level 2 - - Promising data with JCAR017 in DLBCL at dose level 2: 80% (12/15) ORR and 73% (11/15) CR rate at 3 months in core group - - 1% (1/69) severe CRS and 14% (10/69) severe NT rates in full group: safety profile appears similar across doses as well as the full and
November 1, 2017	8-K	Juno Therapeutics 8-K (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2017 Juno Therapeutics, Inc.
November 1, 2017	10-Q	JUNO / Juno Therapeutics, Inc. 10-Q (Quarterly Report) 10-Q 1 juno-09302017x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition pe
November 1, 2017	EX-4.4	Amendment No. 3 and Waiver of Fourth Amended and Restated Investors’ Rights Agreement, dated September 21, 2017 Exhibit 4.4 AMENDMENT NO. 3 AND WAIVER OF FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT OF JUNO THERAPEUTICS, INC. This Amendment No. 3 and Waiver dated as of September 21, 2017 (the “Amendment and Waiver”) amends and waives certain provisions of that certain Fourth Amended and Restated Investors’ Rights Agreement dated as of December 5, 2014 (the “Agreement”), as amended, between Juno T
October 20, 2017	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 20, 2017 Juno Therapeutics, Inc.
October 20, 2017	EX-10.1	Form of Performance Restricted Stock Agreement under the 2014 Equity Incentive Plan Exhibit Exhibit 10.1 JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK Unless otherwise defined herein, the terms defined in the 2014 Equity Incentive Plan (the ?Plan?) shall have the same defined meanings in this Restricted Stock Agreement, including the Notice of Grant of Restricted Stock (the ?Notice of Grant?), the Terms and Condi
September 26, 2017	SC 13D/A	JUNO / Juno Therapeutics, Inc. / Celgene Switzerland LLC - AMENDMENT NO. 5 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48205A109 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Add
September 22, 2017	EX-1.1	Underwriting Agreement by and among Juno Therapeutics, Inc., Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, dated September 21, 2017 EX-1.1 Exhibit 1.1 6,100,000 Shares JUNO THERAPEUTICS, INC. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT September 21, 2017 1 September 21, 2017 Morgan Stanley & Co. LLC J.P. Morgan Securities LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Juno Therapeutics, Inc.,
September 22, 2017	EX-10.1	Share Purchase Agreement and Omnibus Amendment by and between Juno Therapeutics, Inc., Celgene Corporation and certain of its affiliates, dated September 21, 2017 EX-10.1 3 d452677dex101.htm EX-10.1 Exhibit 10.1 SHARE PURCHASE AGREEMENT AND OMNIBUS AMENDMENT This Share Purchase Agreement and Omnibus Amendment (this “Agreement”) is dated as of September 21, 2017, by and among Juno Therapeutics, Inc., a Delaware corporation (the “Company”), Celgene Corporation (“Celgene Corp.”), Celgene Switzerland LLC (“Celgene Switzerland”) and Celgene RIVOT Ltd (“Celgene R
September 22, 2017	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2017 Juno Therapeutics, Inc.
September 22, 2017	424B4	6,100,000 Shares COMMON STOCK 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-220537 and 333-220560 PROSPECTUS 6,100,000 Shares COMMON STOCK Juno Therapeutics, Inc. is offering 6,100,000 shares of its common stock. Our common stock is listed on The NASDAQ Global Select Market under the symbol JUNO. On September 21, 2017, the last reported sale price of our common stock on The NASDAQ Global Selec
September 22, 2017	S-3MEF	Juno Therapeutics S-3MEF S-3MEF 1 d450902ds3mef.htm S-3MEF As filed with the Securities and Exchange Commission on September 22, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT Under The Securities Act of 1933 JUNO THERAPEUTICS, INC. (Exact name of Registrant as specified in its charter) Delaware 2836 46-3656275 (State or other jurisdiction
September 20, 2017	S-3ASR	Power of Attorney. Form S-3ASR Table of Contents As filed with the Securities and Exchange Commission on September 20, 2017 Registration No.
August 3, 2017	EX-99.1	JUNO THERAPEUTICS REPORTS SECOND QUARTER 2017 FINANCIAL RESULTS - Presented promising JCAR017 data in NHL with 66% (21/32) overall response and 50% (16/32) complete response at three months in core group moving to pivotal trial - - 2% (1/44) experien EX-99.1 2 ex-991xq22017.htm EXHIBIT 99.1 Exhibit 99.1 JUNO THERAPEUTICS REPORTS SECOND QUARTER 2017 FINANCIAL RESULTS - Presented promising JCAR017 data in NHL with 66% (21/32) overall response and 50% (16/32) complete response at three months in core group moving to pivotal trial - - 2% (1/44) experienced severe CRS and 18% (8/44) experienced severe NT - - Completed JCAR017 commercial manufacturi
August 3, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 3, 2017 Juno Therapeutics, Inc.
August 3, 2017	EX-10.1A	Amendment No. 2 to Sponsored Research Agreement, effective March 31, 2017, by and between Seattle Children’s Hospital d/b/a Seattle Children’s Research Institute and the registrant Exhibit 10.1(A) AMENDMENT NO. 2 TO SPONSORED RESEARCH AGREEMENT This Amendment No. 2 to Sponsored Research Agreement (this “Amendment No. 2”) is entered into and made effective as of March 31, 2017 (the “Amendment No. 2 Effective Date”) by and between Juno Therapeutics, Inc., (“Sponsor”), a Delaware corporation, and Seattle Children’s Hospital d/b/a Seattle Children’s Research Institute (“Institut
August 3, 2017	EX-10.2	Offer Letter Agreement, dated April 13, 2017, by and between Sunil Agarwal, M.D. and the registrant Exhibit 10.2 April 13, 2017 Dr. Sunil Agarwal [omitted] Delivered in person Dear Sunil: On behalf of Juno Therapeutics, Inc., (the “Company” or “Juno”), we are pleased to extend to you an offer to join Juno in the position of President of Research and Development, effective as of April 13, 2017 (the “Start Date”). This position reports to Hans Bishop, President and Chief Executive Officer. The pos
August 3, 2017	10-Q	JUNO / Juno Therapeutics, Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2017 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: 00
August 3, 2017	EX-10.1B	Amendment No. 3 to Sponsored Research Agreement, effective May 2, 2017, by and between Seattle Children’s Hospital d/b/a Seattle Children’s Research Institute and the registrant Exhibit 10.1(B) AMENDMENT NO. 3 TO SPONSORED RESEARCH AGREEMENT This Amendment No. 3 to Sponsored Research Agreement (this “Amendment No. 3”) is entered into and made effective as of May 2, 2017 (the “Amendment No. 3 Effective Date”) by and between Juno Therapeutics, Inc., (“Sponsor”), a Delaware corporation, and Seattle Children’s Hospital d/b/a Seattle Children’s Research Institute (“Institute”)
July 18, 2017	SC 13D/A	Juno Therapeutics SC 13D/A (Activist Acquisition of More Than 5% of Shares) SC 13D/A 1 d421060dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) Juno Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (CUSIP Number) Jesús H. Payán Crestline Management, L.P. 201 Main Street, Suite 1900 Fort
June 20, 2017	8-K	Submission of Matters to a Vote of Security Holders Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2017 Juno Therapeutics, Inc.
May 24, 2017	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2017 Juno Therapeutics, Inc.
May 24, 2017	DEFA14A	Juno Therapeutics SUPPLEMENT TO NOTICE OF ANNUAL MEETING AND PROXY STATEMENT Document 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: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)
May 23, 2017	EX-24	EX-24 Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) the Chief Financial Officer of Juno Therapeutics, Inc.
May 4, 2017	10-Q	Juno Therapeutics 10-Q (Quarterly Report) 10-Q 1 juno-03312017x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period
May 4, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2017 Juno Therapeutics, Inc.
May 4, 2017	EX-99.1	JUNO THERAPEUTICS REPORTS FIRST QUARTER 2017 FINANCIAL RESULTS – Initiated five trials with new binders, technologies, and targets – – 2017 cash burn and operating burn guidance reaffirmed – – Added key talent to leadership team – – Eleven product ca Exhibit Exhibit 99.1 JUNO THERAPEUTICS REPORTS FIRST QUARTER 2017 FINANCIAL RESULTS ? Initiated five trials with new binders, technologies, and targets ? ? 2017 cash burn and operating burn guidance reaffirmed ? ? Added key talent to leadership team ? ? Eleven product candidates in clinical trials against eight different targets ? ? Strong cash position of $850.7 million ? ? Conference call today
May 4, 2017	EX-10.2A	FIRST AMENDMENT TO SUBLEASE (Juno 2nd Floor; 307 WESTLAKE) EX-10.2A 3 ex-102ax0331201710q.htm EXHIBIT 10.2A Exhibit 10.2(A) FIRST AMENDMENT TO SUBLEASE (Juno 2nd Floor; 307 WESTLAKE) THIS FIRST AMENDMENT TO SUBLEASE (this “Amendment”) is made as of February 11, 2015 (the “Effective Date”), between Seattle Biomedical Research Institute, a Washington nonprofit corporation having a principal address at 307 Westlake Ave N., Suite 500, Seattle, WA 98109-5219 (
May 4, 2017	EX-10.1	FIRST AMENDMENT TO SUBLEASE (Third Floor) Exhibit 10.1 FIRST AMENDMENT TO SUBLEASE (Third Floor) This First Amendment to the Sublease (this “First Amendment”) is effective as of this 15 , day of FEBRUARY , 2017, between Seattle Biomedical Research Institute, a Washington nonprofit corporation ("Sublandlord"), and Juno Therapeutics, Inc., a Delaware corporation (“Subtenant”) with reference to the following facts: RECITALS A. Subtenant and
May 4, 2017	EX-10.2B	SECOND AMENDMENT TO SUBLEASE EX-10.2B 4 ex-102bx0331201710q.htm EXHIBIT 10.2B Exhibit 10.2(B) SECOND AMENDMENT TO SUBLEASE This Second Amendment to the Sublease (this “Second Amendment”) is effective as of this 15 day of FEBRUARY , 2017, between Seattle Biomedical Research Institute, a Washington nonprofit corporation ("Sublandlord"), and Juno Therapeutics, Inc., a Delaware corporation (“Subtenant”) with reference to the foll
April 21, 2017	DEFA14A	Juno Therapeutics DEFINITIVE ADDITIONAL MATERIALS Document 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: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)
April 21, 2017	DEF 14A	Juno Therapeutics DEFINITIVE PROXY STATEMENT Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 19, 2017	EX-24	EX-24 Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) the Chief Financial Officer of Juno Therapeutics, Inc.
April 19, 2017	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 13, 2017 Juno Therapeutics, Inc.
April 17, 2017	EX-24	EX-24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) the Chief Financial Officer of Juno Therapeutics, Inc.
March 27, 2017	SC 13D/A	JUNO / Juno Therapeutics, Inc. / Celgene Switzerland LLC - AMENDMENT NO. 4 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48205A109 (CUSIP Number) Mark J. Alles Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Add
March 1, 2017	S-8	Juno Therapeutics S-8 As filed with the Securities and Exchange Commission on March 1, 2017 Registration No.
March 1, 2017	10-K	Juno Therapeutics 10-K (Annual Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 1, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2017 Juno Therapeutics, Inc.
March 1, 2017	EX-99.1	JUNO THERAPEUTICS REPORTS FOURTH QUARTER AND 2016 FINANCIAL RESULTS – Nine product candidates in clinical trials against eight different targets – – Pivotal trial for JCAR017 in r/r DLBCL expected to start in 2017 – – Phase I JCAR017 demonstrates 80% Exhibit Exhibit 99.1 JUNO THERAPEUTICS REPORTS FOURTH QUARTER AND 2016 FINANCIAL RESULTS ? Nine product candidates in clinical trials against eight different targets ? ? Pivotal trial for JCAR017 in r/r DLBCL expected to start in 2017 ? ? Phase I JCAR017 demonstrates 80% overall response and 60% complete response in r/r DLBCL ? ? Discontinuing development of JCAR015 in r/r adult ALL to focus on de
March 1, 2017	EX-21	Subsidiaries of the Registrant Exhibit 21 Subsidiaries of the Registrant Name Jurisdiction of Organization AbVitro LLC Delaware JuMP Holdings, LLC Washington Juno Therapeutics GmbH Germany JW Therapeutics (Shanghai) Co., Ltd* China RedoxTherapies, Inc. Delaware X-Body, Inc. Delaware * Not wholly owned by the Registrant.
March 1, 2017	EX-10.23E	Form of Restricted Stock Unit Agreement under the 2014 Equity Incentive Plan (with accelerated vesting and automatic sell-to-cover provision) Exhibit 10.23(E) JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK UNITS Unless otherwise defined herein, the terms defined in the 2014 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Unit Award Agreement, including the Notice of Grant of Restricted Stock Units (the “Notice o
March 1, 2017	EX-10.31D	Third Amendment to Lease Agreement, effective November 17, 2016, by and between ARE-Seattle No. 16, LLC and the registrant Exhibit 10.31(D) THIRD AMENDMENT TO LEASE AGREEMENT THIS THIRD AMENDMENT TO LEASE AGREEMENT (this “Third Amendment”) is made as of November 17, 2016 (“Amendment Effective Date”), by and between ARE-SEATTLE NO. 16, LLC, a Delaware limited liability company (“Landlord”), and JUNO THERAPEUTICS, INC., a Delaware corporation (“Tenant”). RECITALS A. Landlord and Tenant are parties to that certain Lease
March 1, 2017	EX-10.39	Consulting Agreement, dated January 1, 2016, by and between Richard Klausner and the registrant Exhibit 10.39 JUNO THERAPEUTICS, INC. INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement is made and entered into as of January 1, 2016 (“Effective Date”) between Juno Therapeutics, Inc., a Delaware corporation (“Company”), and Richard Klausner (“Contractor”). In consideration of the mutual promises contained in this Agreement, the parties agree as follows: 1.SERVICES AND COMPE
February 13, 2017	SC 13G/A	JUNO / Juno Therapeutics, Inc. / Arch Venture Fund VII LP - JUNO THERAPEUTICS, INC. - SCHEDULE 13G (AMEND. #2) Passive Investment SC 13G/A 1 juno-sch13g18036.htm JUNO THERAPEUTICS, INC. - SCHEDULE 13G (AMEND. #2) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48205A109 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of thi
February 10, 2017	SC 13G	JUNO / Juno Therapeutics, Inc. / VANGUARD GROUP INC Passive Investment SC 13G 1 junotherapeuticsinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Juno Therapeutics Inc Title of Class of Securities: Common Stock CUSIP Number: 48205A109 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rule pursuan
January 9, 2017	8-K	Regulation FD Disclosure, Financial Statements and Exhibits Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2017 Juno Therapeutics, Inc.
January 9, 2017	EX-99.1	January 2017 Corporate Presentation Juno Therapeutics Proprietary Materials Exhibit 99.1 Juno Therapeutics 2 Proprietary Materials Forward-looking Statements, Investigational Status, and Interim Data This presentation and the accompanying oral commen exhibit991 January 2017 Corporate Presentation Juno Therapeutics Proprietary Materials Exhibit 99.
November 9, 2016	10-Q	Juno Therapeutics 10-Q (Quarterly Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 9, 2016	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a8-kbodyxq32016.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2016 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001
November 9, 2016	EX-99.1	JUNO THERAPEUTICS REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS – Strong cash position of $1.04 billion – – JCAR015 Phase II ROCKET trial enrollment continues – – JCAR015 U.S. approval projected as early as the first half of 2018 – – Data to be presen Exhibit Exhibit 99.1 JUNO THERAPEUTICS REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS ? Strong cash position of $1.04 billion ? ? JCAR015 Phase II ROCKET trial enrollment continues ? ? JCAR015 U.S. approval projected as early as the first half of 2018 ? ? Data to be presented at ASH, including Phase I JCAR017 NHL data ? ? Eight product candidates in clinical trials against six different targets ? ?
September 13, 2016	EX-99.1	Forward-looking Statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect EX-99.1 Exhibit 99.1 Forward-looking Statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statements. All statements other than
September 13, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 13, 2016 Juno Therapeutics, Inc.
August 26, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 26, 2016 Juno Therapeutics, Inc.
August 5, 2016	10-Q	Juno Therapeutics FORM 10-Q (Quarterly Report) Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
August 5, 2016	EX-2.3.(B)	Amendment, dated May 23, 2016, to Agreement and Plan of Reorganization, dated January 11, 2016 EX-2.3.(B) Exhibit 2.3(B) AMENDMENT TO AGREEMENT AND PLAN OF REORGANIZATION AGREEMENT AND ESCROW AGREEMENT This Amendment to Agreement and Plan of Reorganization and Escrow Agreement (the ?Amendment?), dated May 23, 2016 is by and among Juno Therapeutics, Inc., a Delaware corporation (?Parent?), AbVitro LLC, a Delaware limited liability company (the ?Surviving Company?), Fortis Advisors LLC, a Del
August 5, 2016	EX-10.1	Letter Agreement, dated April 6, 2016, by and between Celgene Corporation and the registrant EX-10.1 Exhibit 10.1 [Juno Letterhead] April 6, 2016 Celgene Corporation 86 Morris Avenue Summit, NJ 07901 Attention: Senior Vice President, Business Development Re: Exercise of Celgene Option under Section 3.1.1(a) of the Amended and Restated Master Research and Development Agreement (?Agreement?) effective as of June 29, 2015 by and between Celgene Corporation, Celgene Switzerland LLC (together
August 5, 2016	EX-10.2	License Agreement, dated April 22, 2016, by and among Celgene Corporation, Celgene Switzerland LLC, and the registrant EX-10.2 Exhibit 10.2 CD19 LICENSE AGREEMENT EXECUTION VERSION LICENSE AGREEMENT by and among JUNO THERAPEUTICS, INC. and CELGENE CORPORATION and CELGENE SWITZERLAND LLC Dated as of April 22, 2016 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions
August 5, 2016	EX-10.3	Amendment No. 1, dated May 19, 2016, to Exclusive License Agreement, dated November 1, 2009, by and between the City of Hope and ZetaRx BioSciences, Inc., predecessor to the registrant EX-10.3 5 d189769dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT NO. 1 TO EXCLUSIVE LICENSE AGREEMENT This Amendment No. 1 to Exclusive License Agreement (the “Amendment No. 1”), effective as of May 19, 2016 (the “Amendment No. 1 Effective Date”), is made by and between City of Hope, a California nonprofit public benefit corporation located at 1500 East Duarte Road, Duarte, California 91010 (“COH”), and
August 5, 2016	EX-10.4	Amendment, dated May 27, 2016, to Offer Letter with Hyam Levitsky, dated May 27, 2015 EX-10.4 Exhibit 10.4 May 27, 2016 Dear Hy: This letter amends and supplements your May 27, 2015, letter (“Offer Letter”) from Juno Therapeutics, Inc. (“Company”). The fifth paragraph of the offer letter (beginning “You will be expected to base your employment . . . .”) is no longer in effect and is replaced by the following three paragraphs: You will be expected to base your employment in Seattle
August 4, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2016 Juno Therapeutics, Inc.
August 4, 2016	EX-99.1	JUNO THERAPEUTICS REPORTS SECOND QUARTER 2016 FINANCIAL RESULTS - Strong cash position of $1.11 billion - - JCAR015 Phase II ROCKET trial resumes enrollment - - JCAR015 U.S. approval projected as early as the first half of 2018 - - Preliminary JCAR01 EX-99.1 Exhibit 99.1 JUNO THERAPEUTICS REPORTS SECOND QUARTER 2016 FINANCIAL RESULTS - Strong cash position of $1.11 billion - - JCAR015 Phase II ROCKET trial resumes enrollment - - JCAR015 U.S. approval projected as early as the first half of 2018 - - Preliminary JCAR017 Phase I NHL data show encouraging efficacy and toxicity profile ? - Eight product candidates in clinical trials against six dif
July 13, 2016	EX-99.1	Revised Remarks from July 7, 2016 Conference Call EX-99.1 Exhibit 99.1 Revised Remarks from July 7, 2016 Conference Call NOTE: These remarks have been revised to reflect a few factual corrections and clarifications to responses given in the question and answer session. Operator: Good afternoon, ladies and gentlemen. Welcome to the Juno Therapeutics clinical update conference call. (Operator Instructions) As a reminder, this conference call is bei
July 13, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 13, 2016 Juno Therapeutics, Inc.
July 7, 2016	EX-99.2	Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect EX-99.2 Exhibit 99.2 Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statements. All statements other than
July 7, 2016	EX-99.1	Juno Therapeutics Reports Clinical Hold on the JCAR015 Phase II ROCKET Trial EX-99.1 Exhibit 99.1 Juno Therapeutics Reports Clinical Hold on the JCAR015 Phase II ROCKET Trial SEATTLE ? July 7, 2016 ? Juno Therapeutics, Inc. (Nasdaq: JUNO), a biopharmaceutical company focused on re-engaging the body?s immune system to revolutionize the treatment of cancer, today announced that it has received notice from the U.S. Food and Drug Administration (FDA) that a clinical hold has b
July 7, 2016	8-K	Juno Therapeutics 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2016 Juno Therapeutics, Inc.
June 17, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2016 Juno Therapeutics, Inc.
June 7, 2016	EX-99.1	Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect EX-99.1 2 d208914dex991.htm EX-99.1 Exhibit 99.1 Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statement
June 7, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2016 Juno Therapeutics, Inc.
May 9, 2016	EX-10.4	Form of Stock Grant Award Agreement under the 2014 Equity Incentive Plan (director election to take cash fees in equity - no deferral) EX-10.4 EXHIBIT 10.4 JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN STOCK GRANT AWARD AGREEMENT NOTICE OF GRANT OF STOCK AWARD Unless otherwise defined herein, the terms defined in the 2014 Equity Incentive Plan (the ?Plan?) shall have the same defined meanings in this Stock Grant Award Agreement, including the Notice of Grant of Stock Award (the ?Notice of Grant?), the Terms and Conditions of
May 9, 2016	10-Q	Juno Therapeutics FORM 10-Q (Quarterly Report) Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
May 9, 2016	EX-10.1	Amendment No. 1, dated October 22, 2015, to Amended and Restated Patent and Technology License Agreement dated January 2, 2012, by and between Fred Hutchinson Cancer Research Center and the registrant EX-10.1 EXHIBIT 10.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENT This Amendment No. 1 to Amended and Restated Patent and Technology License Agreement (the ?Amendment No. 1?), effective as of October 22, 2015 (the ?Amendment No. 1 Effective Date?), is entered into by and between Fred Hutchinson Cancer Research center, a Washington state non-profit organization ha
May 9, 2016	EX-10.2(B)	Amendment No. 2, dated March 25, 2016, to Amended and Restated Patent and Technology License Agreement dated October 16, 2013, by and between Fred Hutchinson Cancer Research Center and the registrant EX-10.2(B) EXHIBIT 10.2(B) AMENDMENT NO. 2 to AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENT This Amendment No. 2 to Amended and Restated Patent and Technology License Agreement (?Amendment No. 2), effective as of March 25, 2016 (the ?Amendment No. 2 Effective Date?), is entered into by and between Fred Hutchinson Cancer Research Center, a Washington state non-profit organization hav
May 9, 2016	EX-10.3	Form of Restricted Stock Unit Agreement under the 2014 Equity Incentive Plan (director election to take cash fees in equity - RSU deferral) EX-10.3 EXHIBIT 10.3 JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK UNITS Unless otherwise defined herein, the terms defined in the 2014 Equity Incentive Plan (the ?Plan?) shall have the same defined meanings in this Restricted Stock Unit Award Agreement, including the Notice of Grant of Restricted Stock Units (the ?Noti
May 9, 2016	EX-10.2(A)	Amendment No. 1, dated October 22, 2015, to Amended and Restated Patent and Technology License Agreement dated October 16, 2013, by and between Fred Hutchinson Cancer Research Center and the registrant EX-10.2(A) EXHIBIT 10.2(A) AMENDMENT NO. 1 TO AMENDED AND RESTATED PATENT AND TECHNOLOGY LICENSE AGREEMENT This Amendment No. 1 to Amended and Restated Patent and Technology License Agreement (the ?Amendment No. 1?), effective as of October 22, 2015 (the ?Amendment No. 1 Effective Date?), is entered into by and between Fred Hutchinson Cancer Research center, a Washington state non-profit organizat
May 9, 2016	EX-99.1	JUNO THERAPEUTICS REPORTS FIRST QUARTER 2016 FINANCIAL RESULTS – Strong cash position of $1.13 billion – – 2016 cash burn and operating burn guidance reaffirmed – – In April, Celgene exercised opt-in right for the CD19 program – – Encouraging early c EX-99.1 Exhibit 99.1 JUNO THERAPEUTICS REPORTS FIRST QUARTER 2016 FINANCIAL RESULTS ? Strong cash position of $1.13 billion ? ? 2016 cash burn and operating burn guidance reaffirmed ? ? In April, Celgene exercised opt-in right for the CD19 program ? ? Encouraging early clinical trial data for CD22 and WT-1 ? ? JuMP manufacturing facility operational for JCAR015 Phase II ROCKET trial ? ? Conference
May 9, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2016 Juno Therapeutics, Inc.
April 27, 2016	8-K	Entry into a Material Definitive Agreement Form 8-K 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 22, 2016 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction of incorporation) (Co
April 20, 2016	DEFA14A	Juno Therapeutics DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 20, 2016	DEF 14A	Juno Therapeutics DEF 14A DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 5, 2016	PRE 14A	Juno Therapeutics PRE 14A PRE 14A 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: x Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
April 1, 2016	EX-3.1	Amended and Restated Bylaws, as amended EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF JUNO THERAPEUTICS, INC. (as amended and restated on December 2, 2014, effective December 23, 2014, and as further amended March 31, 2016) TABLE OF CONTENTS Page ARTICLE I ? CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II ? MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 AD
April 1, 2016	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits 8-K 1 d127219d8k.htm FORM 8-K 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 31, 2016 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction
March 29, 2016	SC 13D/A	JUNO / Juno Therapeutics, Inc. / Celgene Switzerland LLC - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48205A109 (CUSIP Number) Robert J. Hugin Executive Chairman Celgene Corporation 86 Morris Avenue Summit, New Jersey 07901 (908) 673-9000 (Name, Addres
March 28, 2016	8-K	Juno Therapeutics 8-K (Current Report/Significant Event) 8-K 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 28, 2016 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction of incorporation) (Commiss
March 8, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 8, 2016 Juno Therapeutics, Inc.
March 8, 2016	EX-99.1	Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect EX-99.1 2 d156606dex991.htm EX-99.1 Exhibit 99.1 Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statement
March 3, 2016	SC 13D/A	Juno Therapeutics SC 13D/A (Activist Acquisition of More Than 5% of Shares) SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) Juno Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48205A109 (CUSIP Number) Jes?s H. Pay?n Crestline Management, L.P. 201 Main Street, Suite 1900 Fort Worth, TX 76102 (817) 339-7600
February 29, 2016	10-K	Juno Therapeutics FORM 10-K (Annual Report) 10-K 1 d80362d10k.htm 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, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from t
February 29, 2016	S-8	Juno Therapeutics S-8 S-8 As filed with the Securities and Exchange Commission on February 29, 2016 Registration No.
February 29, 2016	8-K	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 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 29, 2016 Juno Therapeutics, Inc.
February 29, 2016	EX-99.1	JUNO THERAPEUTICS REPORTS FOURTH QUARTER AND 2015 FINANCIAL RESULTS — On track for approval of JCAR015 as soon as 2017 in relapsed/refractory adult ALL — — First clinical milestone met for CD22 CAR T Cell Product Candidate — — Multiple trials enrolli EX-99.1 EXHIBIT 99.1 JUNO THERAPEUTICS REPORTS FOURTH QUARTER AND 2015 FINANCIAL RESULTS ? On track for approval of JCAR015 as soon as 2017 in relapsed/refractory adult ALL ? ? First clinical milestone met for CD22 CAR T Cell Product Candidate ? ? Multiple trials enrolling using CAR/TCR product candidates to treat solid organ tumors ? ? Celgene collaboration off to a strong start ? ? Strong 2015 y
February 29, 2016	EX-10.32(B)	Non-Employee Director Compensation Policy, adopted December 7, 2015 and Restricted Stock Unit Election Form thereunder EX-10.32(B) Exhibit 10.32(B) JUNO THERAPEUTICS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Adopted and approved December 7, 2015 Juno Therapeutics, Inc. (the “Company”) believes that the granting of equity and cash compensation to its members of the Board of Directors (the “Board,” and members of the Board, the “Directors”) represents an effective tool to attract, retain and reward Directors w
February 29, 2016	EX-10.5(B)	Amendment to Letter Agreement, dated December 21, 2015, by and between Fred Hutchinson Cancer Research Center and the registrant EX-10.5(B) Exhibit 10.5(B) Juno Therapeutics, Inc. 307 Westlake Avenue North, Suite 300 Seattle, WA 98109 December 21, 2015 Fred Hutchinson Cancer Research Center Industry Relations & Technology Transfer 1100 Fairview Avenue North, J5-110 Seattle, WA 98109-1024 Attention: Vice President for Technology Transfer Re: Side Letter Agreement Ladies and Gentlemen: Reference is made to the letter agreemen
February 29, 2016	EX-10.24(B)	Form of Stock Option Grant Notice and Option Agreement under the 2014 Equity Incentive Plan (with accelerated vesting) EX-10.24(B) Exhibit 10.24(B) JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT NOTICE OF STOCK OPTION GRANT Unless otherwise defined herein, the terms defined in the Juno Therapeutics, Inc. 2014 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement including the Notice of Stock Option Grant (the “Notice of Grant”), the Terms a
February 29, 2016	EX-21	SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Organization AbVitro LLC Delaware Juno Therapeutics GmbH Germany X-Body, Inc. Delaware EX-21 Exhibit 21 SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Organization AbVitro LLC Delaware Juno Therapeutics GmbH Germany X-Body, Inc. Delaware
February 29, 2016	EX-10.29(B)	AMENDMENT NO. 1 TO EXCLUSIVE LICENSE AGREEMENT EX-10.29(B) Exhibit 10.29(B) AMENDMENT NO. 1 TO EXCLUSIVE LICENSE AGREEMENT This Amendment No. 1 to Exclusive License Agreement (the “Amendment No. 1”), effective as of November 9, 2015 (the “Amendment No. 1 Effective Date”), is made by and between Juno Therapeutics, Inc., a Delaware corporation having offices at 307 Westlake Avenue North, Suite 300, Seattle, WA 98109 (“Juno”), and Opus Bio, Inc.,
February 29, 2016	EX-4.3	Second Amendment to Fourth Amended and Restated Investors’ Rights Agreement, dated January 29, 2016 EX-4.3 Exhibit 4.3 JUNO THERAPEUTICS, INC. SECOND AMENDMENT to FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT This Second Amendment (this “Amendment”), dated January 29, 2016, to the Fourth Amended and Restated Investors’ Rights Agreement, dated December 5, 2014, and as amended July 27, 2015 (as so amended, the “Agreement”) by and among Juno Therapeutics, Inc., a Delaware corporation (the
February 29, 2016	EX-10.40	Change in Control and Severance Plan EX-10.40 Exhibit 10.40 JUNO THERAPEUTICS, INC. CHANGE IN CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION Effective as of November 4, 2015 1. Introduction. The purpose of this Juno Therapeutics, Inc. Change in Control and Severance Plan (the “Plan”) is to provide assurances of specified benefits to employees of the Company with a rank of “vice president” or above whose employment is subject
February 29, 2016	EX-10.4(C)	Amendment No. 2 to Collaboration Agreement, dated February 17, 2016, by and between Fred Hutchinson Cancer Research Center and the registrant EX-10.4(C) 3 d80362dex104c.htm EX-10.4(C) Exhibit 10.4(C) AMENDMENT NO. 2 TO COLLABORATION AGREEMENT This Amendment No. 2 to Collaboration Agreement (the “Amendment No. 2”), effective as of October 16, 2013 (the “Amendment No. 2 Effective Date”), is made by and between Fred Hutchinson Cancer Research Center, a Washington non-profit organization having offices at 1100 Fairview Ave. N., Seattle, WA
February 29, 2016	EX-10.10(B)	Amendment to Letter Agreement, dated December 14, 2015, by and between Memorial Sloan Kettering Cancer Center and the registrant EX-10.10(B) 5 d80362dex1010b.htm EX-10.10(B) Execution Copy Exhibit 10.10(B) Juno Therapeutics, Inc. 307 Westlake Avenue North, Suite 300 Seattle, WA 98109 December 14, 2015 Memorial Sloan-Kettering Cancer Center 1275 York Avenue New York, NY10065 Re: Side Letter Agreement Ladies and Gentlemen: Reference is made to the letter agreement dated as of November 21, 2013 (the “Original Letter Agreement”
February 29, 2016	EX-10.23(B)	Form of Restricted Stock Unit Agreement under the 2014 Equity Incentive Plan (with accelerated vesting) EX-10.23(B) 6 d80362dex1023b.htm EX-10.23(B) Exhibit 10.23(B) JUNO THERAPEUTICS, INC. 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT NOTICE OF GRANT OF RESTRICTED STOCK UNITS Unless otherwise defined herein, the terms defined in the 2014 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Unit Award Agreement, including the Notice of G
February 11, 2016	SC 13G/A	JUNO / Juno Therapeutics, Inc. / Arch Venture Fund VII LP - JUNO THERAPEUTICS, INC. - AMEND. #1 Passive Investment SC 13G/A 1 juno-sch13g17902.htm JUNO THERAPEUTICS, INC. - AMEND. #1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48205A109 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Ch
February 4, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K 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): February 2, 2016 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction of incorporation) (
January 11, 2016	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K 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 8, 2016 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction of incorporation) (C
January 11, 2016	EX-2.1	Agreement and Plan of Reorganization, dated January 11, 2016, by and among registrant, P Acquisition Corporation, P Acquisition LLC, AbVitro, Inc., Fortis Advisors LLC, as securityholders’ representative, and those AbVitro stockholders made party thereto by joinder Exhibit 2.1 Exhibit 2.1 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. AGREEMENT AND PLAN OF REORGANIZATION by and among JUNO THERAPEUTICS, INC., P ACQUISITION CORPORATION, P ACQUISITION LLC, ABVITRO INC., FORTIS ADVISORS LLC, as Securityhol
January 11, 2016	EX-99.2	Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect Exhibit 99.2 Exhibit 99.2 Forward-looking statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statements. All statements other
January 11, 2016	EX-99.1	Juno Therapeutics Adds Next-Generation Single Cell Sequencing Capabilities Through Acquisition of AbVitro — Transaction Accelerates Discovery Capabilities for Fully-Human TCR and CAR Binder Generation, Novel Target Discovery, and Translational Resear Exhibit 99.1 Exhibit 99.1 Juno Therapeutics Adds Next-Generation Single Cell Sequencing Capabilities Through Acquisition of AbVitro ? Transaction Accelerates Discovery Capabilities for Fully-Human TCR and CAR Binder Generation, Novel Target Discovery, and Translational Research ? ? Payment of Approximately $78 Million in Cash and 1,289,193 Shares of Juno Stock ? ? Agreement in Principle to License
December 23, 2015	8-K	Juno Therapeutics 8-K (Current Report/Significant Event) 8-K 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 21, 2015 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction of incorporation) (Comm
December 21, 2015	EX-99.1	JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of common stock, par value $0.
December 21, 2015	EX-99.7	ASSIGNMENT AND JOINDER AGREEMENT EXHIBIT 7 ASSIGNMENT AND JOINDER AGREEMENT This assignment and joinder agreement (this “Agreement” ) is made as December 17, 2015, by and among Juno Therapeutics, Inc.
December 21, 2015	EX-99.6	[Signature Page Follows] EXHIBIT 6 This STOCK PURCHASE AGREEMENT, dated as of December 17, 2015 (this “Agreement”), is made between CELGENE RIVOT LTD.
December 21, 2015	SC 13D/A	JUNO / Juno Therapeutics, Inc. / Celgene Rivot Ltd - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48205A109 (CUSIP Number) Robert J. Hugin Chairman of the Board and Chief Executive Officer Celgene Corporation 86 Morris Avenue Summit, New Jersey 079
December 10, 2015	CORRESP	Juno Therapeutics ESP CORRESP December 10, 2015 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
November 23, 2015	EX-10.7	Amendment No. 2 to Exclusive License Agreement, dated June 15, 2015, by and between Seattle Children’s Hospital d/b/a Seattle Children’s Research Institute and the registrant EX-10.7 2 d77868dex107.htm EX-10.7 Exhibit 10.7 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. AMENDMENT NO. 2 to EXCLUSIVE LICENSE AGREEMENT This Amendment No. 2 (this “Amendment No. 2”), dated as of June 15, 2015, is entered into between S
November 23, 2015	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (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, 2015 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:
November 12, 2015	EX-10.1	Second Amendment to Lease Agreement, effective September 30, 2015, by and between ARE-Seattle No. 16, LLC and the registrant EXHIBIT 10.1 SECOND AMENDMENT TO LEASE AGREEMENT THIS SECOND AMENDMENT TO LEASE AGREEMENT (this ?Second Amendment?) is made as of September 30, 2015 (?Amendment Effective Date?), by and between ARE-SEATTLE NO. 16, LLC, a Delaware limited liability company (?Landlord?), and JUNO THERAPEUTICS, INC., a Delaware corporation (?Tenant?). RECITALS A. Landlord and Tenant are parties to that certain Lease
November 12, 2015	EX-10.2	Offer Letter with Robert Azelby, dated September 28, 2015 EX-10.2 Exhibit 10.2 September 23, 2015 Mr. Robert Azelby [omitted] Dear Bob: I am pleased to offer you a position with Juno Therapeutics, Inc. (the “Company’’) as Executive Vice President, Chief Commercial Officer, reporting to Hans Bishop, President and Chief Executive Officer, effective as of November 1, 2015 (the “Start Date”). Commencing on the Start Date, and during your employment with the
November 12, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2015 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 Numbe
November 10, 2015	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2015 Juno Therapeutics, Inc.
November 10, 2015	EX-99.1	JUNO THERAPEUTICS REPORTS THIRD QUARTER 2015 FINANCIAL RESULTS — Company-wide progress in advancing product candidates and building capabilities — — Conference call to be held today at 5:00pm Eastern Time — EX-99.1 EXHIBIT 99.1 JUNO THERAPEUTICS REPORTS THIRD QUARTER 2015 FINANCIAL RESULTS Company-wide progress in advancing product candidates and building capabilities Conference call to be held today at 5:00pm Eastern Time SEATTLE November 10, 2015 Juno Therapeutics, Inc. (NASDAQ: JUNO), a biopharmaceutical company focused on re-engaging the bodys immune system to revolutionize the treat
November 2, 2015	EX-24	EX-24 Exhibit B POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of(i) the Chief Financial Officer of Juno Therapeutics, Inc.
September 15, 2015	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 15, 2015 Juno Therapeutics, Inc.
September 15, 2015	EX-99.1	Corporate Presentation EX-99.1 Exhibit 99.1 Corporate Presentation Juno Therapeutics Proprietary Materials September 2015 Forward-Looking Statements This presentation and the accompanying oral commentary contain forward-looking statements that involve risks, uncertainties, and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expr
August 14, 2015	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2015 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: 00
August 14, 2015	EX-10.4	First Amendment to Lease Agreement, dated May 21, 2015, by and between ARE-Seattle No. 16, LLC and the registrant Exhibit 10.4 FIRST AMENDMENT TO LEASE AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”) is made as of May 21, 2015, by and between ARE-SEATTLE NO. 16, LLC, a Delaware limited liability company (“Landlord”), and JUNO THERAPEUTICS, INC., a Delaware corporation (“Tenant”). RECITALS A. Landlord and Tenant are parties to that certain Lease Agreement dated as of April 6, 2015 (t
August 14, 2015	EX-10.8	Offer Letter with Hyam Levitsky, dated May 27, 2015 Exhibit 10.8 Juno Therapeutics, Inc. 307 Westlake Avenue North, Suite 300 Seattle, WA 98109 May 27, 2015 Hyam Levitsky, M.D. [omitted] Dear Hy: I am pleased to offer you a position with Juno Therapeutics, Inc. (the ?Company?) as Executive Vice President, Research and Chief Scientific Officer, reporting to Hans Bishop, President and Chief Executive Officer, effective as of May 27, 2015 (the ?Start
August 14, 2015	EX-10.12	Amended and Restated Master Research and Collaboration Agreement, dated August 13, 2015, by and among Celgene Corporation, Celgene RIVOT Ltd., and the registrant Exhibit 10.12 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. AMENDED AND RESTATED MASTER RESEARCH AND COLLABORATION AGREEMENT by and among JUNO THERAPEUTICS, INC. and CELGENE CORPORATION and CELGENE RIVOT LTD. Dated as of August 13, 2015 TAB
August 14, 2015	EX-10.13	FIRST AMENDMENT TO LEASE Exhibit 10.13 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this ?Amendment?) is entered into as of this 31st day of July, 2015, by and between BMR-217th PLACE LLC, a Delaware limited liability company (?Landlord?), and JUNO THERAPEUTICS, INC., a Delaware corporation (?Tenant?). RECITALS A. WHEREAS, Landlord and Tenant are parties to that certain Lease dated as of February 2, 2015 (as th
August 14, 2015	EX-4.2	Amendment and Waiver of Fourth Amended and Restated Investors’ Rights Agreement, dated July 27, 2015 Exhibit 4.2 AMENDMENT AND WAIVER OF FOURTH AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT OF JUNO THERAPEUTICS, INC. July 27, 2015 This Amendment and Waiver dated as of July 27, 2015 (the ?Amendment and Waiver?) amends and waives certain provisions of that certain Fourth Amended and Restated Investors? Rights Agreement dated as of December 5, 2014 (the ?Agreement?), between Juno Therapeutics, In
August 14, 2015	EX-10.7	AMENDMENT NO. 2 EXCLUSIVE LICENSE AGREEMENT Exhibit 10.7 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. AMENDMENT NO. 2 to EXCLUSIVE LICENSE AGREEMENT This Amendment No. 2 (this ?Amendment No. 2?), dated as of June 15, 2015, is entered into between Seattle Children?s Hospital d/b/a Se
August 14, 2015	EX-10.1	Amendment #2 to License Agreement, dated April 4, 2015, by and between St. Jude Children’s Research Hospital, Inc. and the registrant Exhibit 10.1 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. AMENDMENT #2 TO LICENSE AGREEMENT ST. JUDE File No.: SF-03-0018 THIS AMENDMENT #2 TO LICENSE AGREEMENT (together with any exhibits attached hereto, “AMENDMENT #2”) is entered into a
August 14, 2015	EX-10.2	Non-Exclusive Sublicense Agreement, effective April 7, 2015, by and among Novartis Institutes for Biomedical Research, Inc., The Trustees of the University of Pennsylvania, and the registrant EX-10.2 Exhibit 10.2 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Execution Copy NON-EXCLUSIVE SUBLICENSE AGREEMENT This Non-Exclusive Sublicense Agreement (“Agreement”) is entered into as of the Effective Date by and between Juno Therapeu
August 13, 2015	EX-24	EX-24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) the Chief Financial Officer of Juno Therapeutics, Inc.
August 12, 2015	EX-99.1	JUNO THERAPEUTICS REPORTS SECOND QUARTER 2015 FINANCIAL RESULTS — JCAR015 IND FDA clearance allows initiation of Juno’s first pivotal trial — — Transformative partnership with Celgene — — Substantial R&D progress with key acquisition integrations on EX-99.1 Exhibit 99.1 JUNO THERAPEUTICS REPORTS SECOND QUARTER 2015 FINANCIAL RESULTS ? JCAR015 IND FDA clearance allows initiation of Juno?s first pivotal trial ? ? Transformative partnership with Celgene ? ? Substantial R&D progress with key acquisition integrations on track ? ? Conference call to be held today at 5:00pm Eastern Time ? SEATTLE ? August 12, 2015 (GLOBE NEWSWIRE) ? Juno Therapeutic
August 12, 2015	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2015 Juno Therapeutics, Inc.
August 5, 2015	8-K	Juno Therapeutics FORM 8-K (Current Report/Significant Event) Form 8-K 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 31, 2015 Juno Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36781 46-3656275 (State or other jurisdiction of incorporation) (Com
August 4, 2015	SC 13D/A	JUNO / Juno Therapeutics, Inc. / Celgene Rivot Ltd - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment SC 13D/A 1 t1501779sc13d.htm AMENDMENT NO. 1 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Juno Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48205A109 (CUSIP Number) Robert J. Hugin Chairman of the Board and Chief Executive Office

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