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

At Insider Monkey, we closely monitor the moves made by activist investors. Their targets are often undervalued stocks with firm foundations that for one reason or another have failed to execute. At times, all it takes is a fresh outlook and a slight tweak to completely alter the makeup and efficiency of a company, and activists can provide this. They also shine a spotlight on shareholder value creation, which can be neglected by entrenched management who often have their priorities elsewhere. Below and on the following pages we have embedded the latest 13D activist filing related to Bellicum Pharmaceuticals Inc (NASDAQ:BLCM), which was recently submitted by Julian and Felix Bakers‘ healthcare-focused hedge fund Baker Bros. Advisors.

You can access the original SEC filing by clicking here.

Ownership Summary Table

Page 1 of 9 SEC Filing

Page 2 of 9 SEC Filing

  

CUSIP No.  079481107

Page   2   of  9   Pages

1.	NAMES OF REPORTING PERSONS Baker Bros. Advisors LP
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	(a)  ¨
		(b)  ¨
3.	SEC USE ONLY
4.	SOURCE OF FUNDS* OO
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER 4,865,647
	8.	SHARED VOTING POWER:  0
	9.	SOLE DISPOSITIVE POWER:  4,865,647
	10.	SHARED DISPOSITIVE POWER:  0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 4,865,647
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.0% (1)
14.	TYPE OF REPORTING PERSON (See Instructions) IA, PN

(1) Based on 26,998,423 shares of common stock outstanding as
of January 12, 2016, as reported in the Issuer’s Form S-3 filed with the SEC on January 15, 2016.

Page 3 of 9 SEC Filing

CUSIP No.  079481107

Page   3   of  9   Pages

1.	NAMES OF REPORTING PERSONS Baker Bros. Advisors (GP) LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	(a)  ¨
		(b)  ¨
3.	SEC USE ONLY
4.	SOURCE OF FUNDS* OO
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER 4,865,647
	8.	SHARED VOTING POWER:  0
	9.	SOLE DISPOSITIVE POWER:  4,865,647
	10.	SHARED DISPOSITIVE POWER:  0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 4,865,647
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.0% (1)
14.	TYPE OF REPORTING PERSON (See Instructions) HC, OO

(1) Based on 26,998,423 shares of common stock outstanding as
of January 12, 2016, as reported in the Issuer’s Form S-3 filed with the SEC on January 15, 2016.

Page 4 of 9 SEC Filing

CUSIP No.  079481107

Page   4   of  9   Pages

1.	NAMES OF REPORTING PERSONS Julian C. Baker
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	(a)  ¨
		(b)  ¨
3.	SEC USE ONLY
4.	SOURCE OF FUNDS* OO
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER: 4,865,647
	8.	SHARED VOTING POWER:  0
	9.	SOLE DISPOSITIVE POWER:  4,865,647
	10.	SHARED DISPOSITIVE POWER:  0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 4,865,647
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.0% (1)
14.	TYPE OF REPORTING PERSON (See Instructions) IN, HC

(1) Based on 26,998,423 shares of common stock outstanding as
of January 12, 2016, as reported in the Issuer’s Form S-3 filed with the SEC on January 15, 2016.

Page 5 of 9 SEC Filing

CUSIP No  079481107

Page   5   of  9   Pages

1.	NAMES OF REPORTING PERSONS Felix J. Baker
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*	(a)  ¨
		(b)  ¨
3.	SEC USE ONLY
4.	SOURCE OF FUNDS (See Instructions) OO
5.	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)	¨
6.	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER: 4,865,647
	8.	SHARED VOTING POWER:  0
	9.	SOLE DISPOSITIVE POWER:  4,865,647
	10.	SHARED DISPOSITIVE POWER:  0

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 4,865,647
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.0% (1)
14.	TYPE OF REPORTING PERSON (See Instructions) IN, HC

(1) Based on 26,998,423 shares of common stock outstanding as
of January 12, 2016, as reported in the Issuer’s Form S-3 filed with the SEC on January 15, 2016.

Page 6 of 9 SEC Filing

Amendment No. 1 to Schedule 13D

 

This Amendment No. 1 to Schedule 13D amends and supplements
the previously filed Schedule 13D filed by Baker Bros. Advisors LP (the “Adviser”), Baker Bros. Advisors (GP), LLC
(the “Adviser GP”), Julian C. Baker and Felix J. Baker. Except as supplemented herein, such statements, as heretofore
amended and supplemented, remain in full force and effect. All capitalized terms contained herein but not
otherwise defined shall have the meanings ascribed to such terms in the previously filed Schedule 13D.

The Adviser GP is the sole general partner of the Adviser. Pursuant
to the amended and restated management agreements, among the Adviser, Baker Brothers Life Sciences, L.P. (“Life Sciences”),
14159, L.P. (“14159”), and 667, L.P. (“667”, and together with Life Sciences and 14159, the “Funds”),
and their respective general partners, the Adviser has complete and unlimited discretion and authority with respect to the Funds’
investments and voting power over investments.

Item 5. Interest in Securities of
the Issuer.

(a) and (b) Items 7 through 11 and 13 of each
of the cover pages of this Amendment No. 1 are incorporated herein by reference. Set forth below is the aggregate number and percentage
of shares of Common Stock directly held, as of the date hereof, by each of the following based upon 26,998,423 shares of Common
Stock outstanding as of January 12, 2016, as reported in the Issuer’s Form S-3 filed with the SEC on January 15, 2016. Such
percentage figures were calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended.

Page 7 of 9 SEC Filing

		Number of
		Shares of
		Common Stock
		we own or have
		the right to
		acquire within 60				Percent of Class
Name		days				Outstanding
667, L.P.			419,271				1.6	%
Baker Brothers Life Sciences, L.P.			4,375,912				16.1	%
14159, L.P.			70,464				0.3	%
Total			4,865,647				18.0	%

The Adviser GP, Felix J. Baker and Julian C. Baker as principals
of the Adviser GP, and the Adviser may be deemed to be beneficial owners of securities of the Issuer directly held by the Funds,
and may be deemed to have the power to vote or direct the vote of and the power to dispose or direct the disposition of such securities.

The Reporting Persons disclaim beneficial ownership of the securities
of the Issuer held by each of the Funds, and this Amendment No. 1 shall not be deemed an admission that the Reporting Persons are
the beneficial owners of such securities for purposes of Section 13(d) or for any other purpose, except to the extent that any
such Reporting Persons actually exercises voting or dispositive power with respect to such securities.

Except as disclosed herein, or in
the previously filed Schedule 13D, none of the Reporting Persons or their affiliates has effected any other transactions in
securities of the Issuer during the past 60 days.

(d) Certain securities of the Issuer are held directly
by 667, a limited partnership the sole general partner of which is Baker Biotech Capital, L.P., a limited partnership the sole
general partner of which is Baker Biotech Capital (GP), LLC. Julian C. Baker and Felix J. Baker are the controlling members of
Baker Biotech Capital (GP), LLC.

Certain securities of the Issuer are held directly by Life Sciences,
a limited partnership the sole general partner of which is Baker Brothers Life Sciences Capital, L.P., a limited partnership the
sole general partner of which is Baker Brothers Life Sciences Capital (GP), LLC. Julian C. Baker and Felix J. Baker are the controlling
members of Baker Brothers Life Sciences Capital (GP), LLC.

Certain securities of the Issuer are held directly by 14159,
a limited partnership the sole general partner of which is 14159 Capital, L.P., a limited partnership the sole general partner
of which is 14159 Capital (GP), LLC. Julian C. Baker and Felix J. Baker are the controlling members of 14159 Capital (GP), LLC.

(e) Not applicable.

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).

 

Page 9 of 9 SEC Filing

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.

Dated: January 19, 2016

	BAKER BROS. ADVISORS LP
	By:  Baker Bros. Advisors (GP) LLC, its general partner
	By:	/s/ Scott L. Lessing
		Name: Scott L. Lessing Title: President

	BAKER BROS. ADVISORS (GP) LLC
	By:	/s/ Scott L. Lessing
		Name: Scott L. Lessing Title: President

	/s/ Julian C. Baker
	Julian C. Baker
	/s/ Felix J. Baker
	Felix J. Baker