13D Filing: Baker Bros. Advisors Owns 18% of Bellicum Pharmaceuticals, Inc (BLCM)

Page 8 of 9 SEC Filing

Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to the Securities of the Issuer.

 

Item 6 of this Schedule 13D is hereby supplemented and amended,
as the case may be, as follows:

On January 15, 2016, the
Issuer entered into a registration rights agreement (the “Registration Rights Agreement”) with the Funds. Under
the Registration Rights Agreement, the Issuer agreed that following a demand by the Funds that the Issuer register their
shares of Common Stock for resale under the Securities Act of 1933, as amended, the Issuer would be obligated to effect
such registration. The Issuer’s registration obligations under the Registration Rights Agreement cover all shares of
Common Stock now held or later acquired by the Funds, will continue in effect for up to ten years, and include the
Issuer’s obligation to facilitate certain underwritten public offerings of Common Stock by the Funds in the future. The
Funds have the right to one underwritten public offering per calendar year, but no more than three underwritten public
offerings in total. The Issuer will bear all expenses incurred by it in effecting any registration pursuant to the
Registration Rights Agreement as well as the legal expenses of the Funds of up to $50,000 per underwritten public offering
effected pursuant to the Registration Rights Agreement.

In addition, as a condition of the Issuer’s
execution and delivery of the Registration Rights Agreement the Funds and their affiliates irrevocably waived any and all prior
registration rights pursuant to the Second Amended and Restated Investor Rights Agreement dated August 22, 2014, by and among the
Issuer and the investors set forth therein and party thereto.

The foregoing description of the Registraton
Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Registration
Rights Agreement, which is incorporated by reference as Exhibit 99.1, and is incorporated herein by reference.

Item 7. Material to be Filed as Exhibits.

 

Exhibit		Description
99.1		Registration Rights Agreement, dated January 15, 2016, by and between Bellicum Pharmaceuticals, Inc., 667, L.P., Baker Brothers Life Sciences, L.P.  and 14159, L.P. (incorporated by reference to Exhibit 4.3 to the Issuer’s Form S-3, filed with the SEC on January 15, 2016).