[SCHEDULE 13G/A] Adaptive Biotechnologies Corporation SEC Filing

Rhea-AI Filing Summary

Ocugen, Inc. (NASDAQ: OCGN) has filed a Form 144 indicating a planned insider sale. The notice covers the potential disposition of 112,205 common shares—about 0.04 % of the 292.0 million shares outstanding—through Morgan Stanley Smith Barney LLC. The aggregate market value of the planned sale is $122,886.92, implying a reference price near $1.10 per share. The seller acquired the shares on 07/09/2025 via stock-option exercise and intends to sell on or after the same date on the NASDAQ exchange. No other sales were reported in the past three months. By signing the form, the filer asserts there is no undisclosed material adverse information regarding Ocugen.

The filing signals a modest insider liquidity event rather than a strategic transaction; the size is immaterial relative to float and should have limited market impact under normal trading volumes.

Positive

• None.

Negative

• Insider intends to sell shares, which some investors may interpret as a lack of confidence, albeit the amount is immaterial.

Insights

Financial Analyst

TL;DR: Small (0.04%) insider sale signaled; negligible fundamental impact.

The Form 144 covers only 112k shares valued at roughly $123k, a drop in the bucket versus Ocugen’s >292 million share base. Such filings are routine for insiders exercising options and liquidating a portion for tax or diversification. Importantly, the signer affirms no undisclosed negative information. Liquidity events of this scale rarely pressure price unless market sentiment toward the stock is already fragile. I therefore view the disclosure as neutral for valuation and flow dynamics.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Adaptive Biotechnologies Corporation

(Name of Issuer)

Common stock, par value $0.0001 per share

(Title of Class of Securities)

00650F109

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 00650F109

1

Names of Reporting Persons

Rubric Capital Management LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,256,847.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,256,847.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,256,847.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.12 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 00650F109

1

Names of Reporting Persons

David Rosen

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,256,847.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,256,847.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,256,847.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.12 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Adaptive Biotechnologies Corporation
(b)	Address of issuer's principal executive offices: 1165 Eastlake Avenue East Seattle, WA, 98109
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Rubric Capital Management LP ("Rubric Capital"), the investment adviser to certain investment funds and/or accounts (collectively, the "Rubric Funds") that hold the shares of common stock, par value $0.0001 per share (the "Common Stock") of Adaptive Biotechnologies Corporation, a Washington corporation (the "Issuer") reported herein; and (ii) David Rosen ("Mr. Rosen"), Managing Member of Rubric Capital Management GP LLC, the general partner of Rubric Capital The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the forgoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the Shares reported herein.
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of the Reporting Persons is 155 East 44th St, Suite 1630, New York, NY 10017.
(c)	Citizenship: Rubric Capital is a Delaware limited partnership. Mr. Rosen is a citizen of the United States of America.
(d)	Title of class of securities: Common stock, par value $0.0001 per share
(e)	CUSIP No.: 00650F109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentage set forth in Row (11) of the cover page for each of the Reporting Persons and in Item 4(b) is based on the 151,916,722 shares of Common Stock outstanding as of April 24, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025 filed with the Securities and Exchange Commission on May 1, 2025.
(b)	Percent of class: 4.12 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2(a).
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Rubric Capital Management LP

Signature:	/s/ Michael Nachmani
Name/Title:	Michael Nachmani / Chief Operating Officer
Date:	07/09/2025

David Rosen

Signature:	/s/ David Rosen
Name/Title:	David Rosen, Individually
Date:	07/09/2025

FAQ

How many Ocugen (OCGN) shares are being sold under this Form 144?

The notice covers 112,205 common shares.

What percentage of Ocugen’s outstanding shares does the sale represent?

Approximately 0.04 % of the 292,031,295 shares outstanding.

What is the aggregate market value of the proposed sale?

The filing lists an aggregate value of $122,886.92.

When is the earliest proposed sale date for the shares?

The approximate sale date stated is 07/09/2025.

Which broker is handling the transaction?

The shares are to be sold through Morgan Stanley Smith Barney LLC in New York.

Did the filer report any other sales in the past three months?

No. The table of past 3-month sales shows “Nothing to Report.”