Basic Stats
| CIK | 1293971 |
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 bluebird bio, Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| June 12, 2025 |
15-12G 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: 001-35966 bluebird bio, Inc. (Exact name of registrant as specified i |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 S-8 POS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 S-8 POS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 POS AM As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 S-8 POS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 S-8 POS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
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): June 2, 2025 bluebird bio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35966 13-3680878 (State or other jurisdiction of incorporation or organization) (Co |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION BLUEBIRD BIO, INC. ARTICLE I Exhibit 3.1 NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLUEBIRD BIO, INC. ARTICLE I The name of the corporation (which is hereinafter referred to as the “Corporation”) is: bluebird bio, Inc. ARTICLE II The address of the Corporation’s registered office in the State of Delaware is 1209 Orange Street, Wilmington, Delaware 19801, County of New Castle. The name of the Corporation’s reg |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
Exhibit 99.1 bluebird bio Announces Completion of Acquisition by Carlyle and SK Capital New management, led by David Meek, is committed to rapidly scaling access to lifechanging gene therapies Significant capital commitment from Carlyle and SK Capital will enable bluebird to grow and accelerate patient access bluebird will focus on expanding manufacturing capacity and improving the treatment exper |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 S-8 POS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 S-8 POS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| June 2, 2025 |
SECOND AMENDED AND RESTATED BY-LAWS BLUEBIRD BIO, INC. ARTICLE I EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF BLUEBIRD BIO, INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE - The registered office of bluebird bio, Inc. (the “Corporation”) shall be established and maintained at the office of 1209 Orange Street, Wilmington, Delaware 19801, County of New Castle, and Corporation Trust Company shall be the registered agent of the Corporation in charg |
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| June 2, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| May 30, 2025 |
Exhibit (a)(5)(M) Carlyle and SK Capital Partners Announce Expiration of bluebird bio Tender Offer All conditions of the Offer have been satisfied and the parties expect to consummate the acquisition on June 2, 2025 WASHINGTON, DC and NEW YORK, NY—May 30, 2025—Carlyle (NASDAQ: CG) (“Carlyle”), SK Capital Partners, LP (“SK Capital”) and Beacon Parent Holdings, L. |
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| May 30, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 11) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror |
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| May 30, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 15) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUS |
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| May 27, 2025 |
Exhibit (a)(5)(LL) From: [email protected] Subject: Action: Confirm contact information in Shareworks Hello, You are receiving this notification because our records indicate that you currently hold shares of bluebird bio, Inc. (“bluebird”) stock in a Shareworks account. Please review and—if necessary—update your contact information within Shareworks to ensure that it is accurate and current, |
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| May 27, 2025 |
EX-99.(a)(5)(KK) Exhibit (a)(5)(KK) bluebird bio Reminds Stockholders to Act Now to Tender Shares for Acquisition by Carlyle and SK Capital SOMERVILLE, Mass.—(BUSINESSWIRE)—May 27, 2025—bluebird bio, Inc. (NASDAQ: BLUE) (“bluebird” or “the Company”) today reminds all stockholders to promptly tender their shares into the tender offer by Carlyle and SK Capital to purchase all outstanding shares of b |
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| May 27, 2025 |
Update to Shareholder FAQ, dated May 27, 2025 Exhibit (a)(5)(MM) Update to Shareholder FAQ, dated May 27, 2025 Is the Ayrmid offer still on the table? • On May 27 bluebird disclosed that Ayrmid Ltd. |
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| May 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 14) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number |
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| May 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 13) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number |
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| May 20, 2025 |
Exhibit (a)(5)(JJ) Election Form to Tender Shares of Common Stock of BLUEBIRD BIO, INC. |
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| May 20, 2025 |
From: bluebird bio Tender via Docusign Exhibit (a)(5)(II) From: bluebird bio Tender via Docusign Subject: NEW Action Requested from bluebird bio: Revised Tender Offer instructions Hello, You are receiving this notification because our records indicate that you currently hold shares of bluebird bio, Inc. |
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| May 16, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 10) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror |
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| May 16, 2025 |
Exhibit (a)(5)(K) Carlyle, SK Capital Partners and bluebird bio Provide Updated Tender Instructions Stockholders that have previously tendered their shares must re-tender their shares Stockholders may elect to receive either $3. |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 12) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number |
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| May 16, 2025 |
Exhibit (a)(5)(L) Time Sensitive Request May 16, 2025 Dear bluebird bio stockholder: We are writing to update you that Carlyle and SK Capital have revised the terms of their tender offer for all of the outstanding shares of bluebird bio, Inc. |
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| May 16, 2025 |
Updates to Shareholder FAQ timed to offer amendment and extension Exhibit (a)(5)(HH) Updates to Shareholder FAQ timed to offer amendment and extension What are the details of the updated Tender Offer announced May 14, 2025? • On May 14, 2025, Carlyle, SK Capital Partners and bluebird bio announced an amendment to the merger agreement. |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 11) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number |
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| May 14, 2025 |
SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 9) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent o |
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| May 14, 2025 |
EX-2.1 Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 (this “Amendment”), dated as of May 13, 2025, to that certain Agreement and Plan of Merger, dated as of February 21, 2025 (as it may be amended, supplemented or modified in accordance with its terms, the “Merger Agreement”), by and among Beacon Parent Holdings, L.P., a Delaware limited partnership (“Parent”), B |
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| May 14, 2025 |
Amended and Restated Offer to Purchase, dated May 14, 2025. EX-99.(a)(1)(A) Table of Contents Exhibit (a)(1)(A) Offer To Purchase All Outstanding Shares of Common Stock of BLUEBIRD BIO, INC. for (x) $3.00 in cash per share, plus one contingent value right per share representing the right to receive a contingent payment of $6.84 in cash upon the achievement of the milestone or (y) $5.00 in cash per share by BEACON MERGER SUB, INC., a wholly owned subsidiary |
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| May 14, 2025 |
EX-99.(d)(10) PRIVILEGED AND CONFIDENTIAL Exhibit (d)(10) AMENDMENT NO. 1 TO EQUITY COMMITMENT LETTER This AMENDMENT NO. 1 TO EQUITY COMMITMENT LETTER (this “Amendment”), is made and entered into as of May 13, 2025 by and among Beacon Parent Holdings, L.P., a Delaware limited partnership (the “Parent”), SK Capital Partners VI-A, L.P., a Cayman Islands exempted limited partnership, and SK Capital P |
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| May 14, 2025 |
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): May 13, 2025 bluebird bio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35966 13-3680878 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 14, 2025 |
EX-99.(a)(5)(CC) Exhibit (a)(5)(CC) Time Sensitive Request May 14, 2025 Dear bluebird bio stockholder: We are writing to update you that Carlyle and SK Capital have revised the terms of their tender offer for all of the outstanding shares of bluebird bio, Inc. (“bluebird”) to provide an additional form of consideration that our stockholders may elect to receive. Under the updated terms, stockholde |
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| May 14, 2025 |
Press Release, dated May 14, 2025. EX-99.(a)(5)(I) Exhibit (a)(5)(I) Carlyle, SK Capital Partners and bluebird bio Amend Merger Agreement Stockholders may elect to receive either $3.00 per share plus CVR of $6.84 per share in cash payable upon achievement of a net sales milestone or $5.00 per share with no CVR SOMERVILLE, Mass.—(BUSINESSWIRE)—May 14, 2025—bluebird bio, Inc. (NASDAQ: BLUE) (“bluebird”), Carlyle (NASDAQ: CG) (“Carlyl |
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| May 14, 2025 |
Letter to bluebird bio, Inc. Stockholders, dated May 14, 2025. EX-99.(a)(5)(J) Exhibit (a)(5)(J) Time Sensitive Request May 14, 2025 Dear bluebird bio stockholder: We are writing to update you that Carlyle and SK Capital have revised the terms of their tender offer for all of the outstanding shares of bluebird bio, Inc. (“bluebird”) to provide an additional form of consideration that our stockholders may elect to receive. Under the updated terms, stockholders |
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| May 14, 2025 |
EX-99.(a)(1)(D) Exhibit (a)(1)(D) Offer To Purchase All Outstanding Shares of Common Stock of BLUEBIRD BIO, INC. at either (x) $3.00 in cash per share, plus one contingent value right per share representing the right to receive a contingent payment of $6.84 in cash upon the achievement of the milestone or (y) $5.00 in cash per share by BEACON MERGER SUB, INC., a wholly owned subsidiary of BEACON M |
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| May 14, 2025 |
EX-99.(d)(9) STRICTLY CONFIDENTIAL Exhibit (d)(9) AMENDMENT NO. 1 TO EQUITY COMMITMENT LETTER This AMENDMENT NO. 1 TO EQUITY COMMITMENT LETTER (this “Amendment”), is made and entered into as of May 13, 2025 by and among Beacon Parent Holdings, L.P., a Delaware limited partnership (the “Parent”) and Carlyle Partners Growth, L.P., a Delaware limited partnership (“Carlyle” and, together with the Pare |
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| May 14, 2025 |
EX-99.1 Exhibit 99.1 Carlyle, SK Capital Partners and bluebird bio Amend Merger Agreement Stockholders may elect to receive either $3.00 per share plus CVR of $6.84 per share in cash payable upon achievement of a net sales milestone or $5.00 per share with no CVR SOMERVILLE, Mass.—(BUSINESSWIRE)—May 14, 2025—bluebird bio, Inc. (NASDAQ: BLUE) (“bluebird”), Carlyle (NASDAQ: CG) (“Carlyle”) and SK Ca |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 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: 001-35966 bluebird bio, Inc. |
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| May 14, 2025 |
Exhibit (a)(5)(DD) From: Andrew To: All Birds Subject: Update to Tender Offer Hi Birds – Today we announced that we have entered into an amendment to our agreement with Carlyle and SK Capital. |
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| May 14, 2025 |
EX-99.(d)(8) STRICTLY CONFIDENTIAL Exhibit (d)(8) AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 (this “Amendment”), dated as of May 13, 2025, to that certain Agreement and Plan of Merger, dated as of February 21, 2025 (as it may be amended, supplemented or modified in accordance with its terms, the “Merger Agreement”), by and among Beacon Parent Holdings, L.P., a Delaware li |
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| May 14, 2025 |
Updates to Shareholder FAQ timed to offer amendment and extension Exhibit (a)(5)(EE) Updates to Shareholder FAQ timed to offer amendment and extension What are the details of the updated Tender Offer announced May 14, 2025? • On May 14, 2025, Carlyle, SK Capital Partners and bluebird bio announced an amendment to the merger agreement. |
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| May 14, 2025 |
EX-99.(a)(1)(C) Exhibit (a)(1)(C) Offer To Purchase All Outstanding Shares of Common Stock of BLUEBIRD BIO, INC. at either (x) $3.00 in cash per share, plus one contingent value right per share representing the right to receive a contingent payment of $6.84 in cash upon the achievement of the milestone or (y) $5.00 in cash per share by BEACON MERGER SUB, INC., a wholly owned subsidiary of BEACON M |
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| May 14, 2025 |
EX-99.(a)(1)(B) Exhibit (a)(1)(B) Letter of Election and Transmittal to Tender Shares of Common Stock of BLUEBIRD BIO, INC. at either (x) $3.00 in cash per share, plus one contingent value right per share representing the right to receive a contingent payment of $6.84 in cash upon the achievement of the milestone or (y) $5.00 in cash per share by BEACON MERGER SUB, INC., a wholly-owned subsidiary |
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| May 13, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 10) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUS |
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| May 13, 2025 |
Press Release, dated May 13, 2025. Exhibit (a)(5)(H) Carlyle and SK Capital Partners Announce Extension of bluebird bio Tender Offer to May 28, 2025 WASHINGTON, DC and NEW YORK, NY—May 13, 2025—Carlyle (NASDAQ: CG) (“Carlyle”), SK Capital Partners, LP (“SK Capital”) and Beacon Parent Holdings, L. |
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| May 13, 2025 |
SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 8) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent o |
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| May 9, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 9) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSI |
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| May 9, 2025 |
Exhibit (a)(5)(Y) Important Information for bluebird bio Stockholders to Tender Shares for Acquisition by Carlyle and SK Capital Somerville, Mass. |
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| May 6, 2025 |
SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 7) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent o |
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| May 6, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 8) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSI |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 7) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number o |
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| May 5, 2025 |
(a)(5)(G) Press Release, dated May 5, 2025. Exhibit (a)(5)(G) Carlyle and SK Capital Receive All Required Regulatory Approvals to Complete the Acquisition of bluebird bio bluebird Board of Directors unanimously supports the transaction as the only viable option for stockholders to receive consideration for their shares and recommends that all stockholders immediately tender their shares into the offer Parties expect the merger to be completed promptly following the successful completion of the ongoing tender offer SOMERVILLE, Mass. |
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| May 5, 2025 |
EX-99.(a)(5)(W) Exhibit (a)(5)(W) Beacon All Birds Email To: All Birds From: Andrew Obenshain Subject: Update on tender offer Birds – I’m coming to you today with great news about our agreement to be acquired by Carlyle and SK Capital! We announced today that all regulatory approvals required to complete the transaction are now complete, and we expect the merger to close promptly following the suc |
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| May 5, 2025 |
Frequently Asked Questions – Updates to Stockholder FAQ Exhibit (a)(5)(X) Frequently Asked Questions – Updates to Stockholder FAQ What is the timing to complete the transaction and when can shareholders expect to get paid out? • bluebird, Carlyle and SK Capital are working under a sense of urgency to complete the transaction as quickly as possible. |
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| May 5, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror) |
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| May 2, 2025 |
SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent o |
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| May 2, 2025 |
EX-99.(a)(5)(T) Exhibit (a)(5)(T) From: Andrew Obenshain To: All Birds Subject: Reminder: Complete tender election form for shares held in a Shareworks account Hi Birds, As expected, this morning Carlyle and SK Capital extended the expiration date of the Tender Offer in connection with the acquisition agreement with bluebird to May 12. bluebird’s Board of Directors unanimously approved the agreeme |
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| May 2, 2025 |
Frequently Asked Questions - Updates to Stockholder FAQ Exhibit (a)(5)(U) Frequently Asked Questions - Updates to Stockholder FAQ What is the timing to complete the transaction and when can shareholders expect to get paid out? • bluebird, Carlyle and SK Capital are working under a sense of urgency to complete the transaction as quickly as possible. |
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| May 2, 2025 |
Press Release, dated May 2, 2025. Exhibit (a)(5)(E) Carlyle and SK Capital Partners Announce Extension of bluebird bio Tender Offer to May 12, 2025 WASHINGTON, DC and NEW YORK, NY—May 2, 2025—Carlyle (NASDAQ: CG) (“Carlyle”), SK Capital Partners, LP (“SK Capital”) and Beacon Parent Holdings, L. |
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| May 2, 2025 |
Letter to bluebird bio, Inc. Stockholders, dated May 2, 2025. Exhibit (a)(5)(F) Time Sensitive Request May 2, 2025 Dear bluebird bio stockholder: As you may know, Carlyle and SK Capital’s tender offer for shares of bluebird bio, Inc. |
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| May 2, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 6) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSI |
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| April 16, 2025 |
Exhibit (a)(5)(P) Beacon All Birds Email To: All Birds From: Andrew Obenshain Subject: Update on unsolicited proposal from Ayrmid Hi Birds, This morning bluebird provided an update to stockholders on our engagement with Ayrmid following its submission of an unsolicited, nonbinding proposal last month. |
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| April 16, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror) |
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| April 16, 2025 |
Exhibit (a)(5)(N) bluebird bio confirms that Ayrmid, Ltd. has not delivered a binding offer or obtained necessary financing despite extensive engagement bluebird Board reaffirms unanimous recommendation in support of transaction with Carlyle and SK Capital and recommends all stockholders tender into the current agreement by May 2, 2025 SOMERVILLE, Mass.—(BUSINESSWIRE)— bluebird bio, Inc. (NASDAQ: |
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| April 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 5) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number o |
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| April 16, 2025 |
Frequently Asked Questions – Updates to Stockholder FAQ EX-99.(a)(5)(Q) Exhibit (a)(5)(Q) Frequently Asked Questions – Updates to Stockholder FAQ Can you explain the competing bid you announced on March 28? • On March 28 bluebird confirmed it received an unsolicited non-binding offer from Ayrmid, Ltd. • On April 16, bluebird announced that after three weeks of engagement, including a timeline extension, Ayrmid Ltd. did not submit a binding proposal to |
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| April 16, 2025 |
Carlyle and SK Capital Partners Announce Extension of bluebird bio Tender Offer to May 2, 2025 Exhibit (a)(5)(D) Carlyle and SK Capital Partners Announce Extension of bluebird bio Tender Offer to May 2, 2025 WASHINGTON, DC and NEW YORK, NY—April 16, 2025—Carlyle (NASDAQ: CG) (“Carlyle”), SK Capital Partners, LP (“SK Capital”) and Beacon Parent Holdings, L. |
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| April 10, 2025 |
SC 14D9/A 1 d942006dsc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 4) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class |
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| April 10, 2025 |
Exhibit (a)(5)(M) Election Form to Tender Shares of Common Stock of BLUEBIRD BIO, INC. |
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| April 10, 2025 |
From: DocuSign via [email protected] Exhibit (a)(5)(L) From: DocuSign via [email protected] To: MorganStanley distribution list Subject: Action from bluebird bio: Complete tender election form Hello, You are receiving this notification because our records indicate that you currently hold shares of bluebird bio, Inc. (“bluebird”) stock in a Shareworks account. All stockholders of bluebird are receiving instructions on how to tend |
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| April 3, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 3) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSI |
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| April 3, 2025 |
Press Release, dated April 3, 2025. Exhibit (a)(5)(C) Carlyle and SK Capital Partners Announce Extension of bluebird bio Tender Offer to April 18, 2025 WASHINGTON, DC and NEW YORK, NY—April 3, 2025—Carlyle (NASDAQ: CG) (“Carlyle”), SK Capital Partners, LP (“SK Capital”) and Beacon Parent Holdings, L. |
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| April 3, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror) |
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| March 31, 2025 |
EX-99.(a)(5)(J) Exhibit (a)(5)(J) Birds – Today bluebird confirmed it received an unsolicited, nonbinding offer to be acquired by Ayrmid Ltd., a private commercial-stage company. We have a fiduciary duty to stockholders to evaluate this offer, and the Board has formally directed us to do so. We’ll come together in a few minutes for a bInformed to walk through the news—in the meantime, here is what |
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| March 31, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSI |
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| March 28, 2025 |
bluebird bio Confirms Receipt of an Unsolicited Non-Binding Proposal from Ayrmid Exhibit 99.1 bluebird bio Confirms Receipt of an Unsolicited Non-Binding Proposal from Ayrmid SOMERVILLE, Mass.—(BUSINESS WIRE)—March 28, 2025— bluebird bio, Inc. (NASDAQ: BLUE) (“bluebird”) today confirmed it has received an unsolicited non-binding written proposal (the “Ayrmid Proposal”) from Ayrmid Ltd (“Ayrmid”) to acquire bluebird for an upfront cash payment of $4.50 per share and a one-time |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 (CUSIP Number o |
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| March 28, 2025 |
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, 2025 bluebird bio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35966 13-3680878 (State or other jurisdiction of incorporation or organization) ( |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 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: 001-35966 bluebird bio, Inc. |
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| March 27, 2025 |
Policy and Procedures on Insider Trading and Disclosure Exhibit 19.1 COMPANY POLICY AND PROCEDURES ON INSIDER TRADING AND DISCLOSURE This memorandum sets forth the policy of bluebird bio, Inc. and its subsidiaries (collectively, the “Company”) regarding trading in the Company’s securities as described below and the disclosure of information concerning the Company. This Company Policy and Procedures on Insider Trading and Disclosure (the “Insider Tradin |
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| March 25, 2025 |
SC TO-T/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent o |
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| March 21, 2025 |
(a)(5)(B) Reminder to bluebird bio, Inc. Stockholders to Tender Shares dated March 21, 2025 Exhibit (a)(5)(B) IMPORTANT INFORMATION ABOUT THE OFFER TO PURCHASE ALL OUTSTANDING SHARES OF COMMON STOCK OF BLUEBIRD BIO, INC. |
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| March 21, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror) |
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| March 7, 2025 |
Table of Contents UNITED STATES 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 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G 209 |
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| March 7, 2025 |
Exhibit 107 Calculation of Filing Fee Table Schedule TO-T (Rule 14d-100) BLUEBIRD BIO, INC. |
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| March 7, 2025 |
Exhibit (d)(6) LIMITED GUARANTEE LIMITED GUARANTEE, dated as of February 21, 2025 (this “Limited Guarantee”), by SK Capital Partners VI-A, L. |
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| March 7, 2025 |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. Exhibit (a)(1)(C) Offer To Purchase All Outstanding Shares of Common Stock of BLUEBIRD BIO, INC. |
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| March 7, 2025 |
Exhibit (d)(3) MUTUAL CONFIDENTIALITY AGREEMENT THIS MUTUAL CONFIDENTIALITY AGREEMENT (the “Agreement”) is made as of November 14, 2024 (the “Effective Date”) by and between bluebird bio, Inc. |
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| March 7, 2025 |
Exhibit (d)(7) SK CAPITAL PARTNERS VI-A, L.P. SK CAPITAL PARTNERS VI-B, L.P. C/O SK CAPITAL PARTNERS, LP 430 PARK AVE., 18TH FLOOR NEW YORK, NY 10022 February 21, 2025 Beacon Parent Holdings, L.P. c/o SK Capital Partners, LP 430 Park Ave., 18th Floor New York, NY 10022 Re: Equity Commitment Letter Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger, dated as of Feb |
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| March 7, 2025 |
Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of BLUEBIRD BIO, INC. |
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| March 7, 2025 |
Exhibit (d)(5) CARLYLE PARTNERS GROWTH, L.P. C/O THE CARLYLE GROUP 1001 PENNSYLVANIA AVENUE WASHINGTON, DC 20004 February 21, 2025 Beacon Parent Holdings, L.P. c/o The Carlyle Group 1001 Pennsylvania Avenue, NW Washington, DC 20004 Re: Equity Commitment Letter Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger, dated as of February 21, 2025 (as amended, restated, |
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| March 7, 2025 |
Exhibit (d)(4) LIMITED GUARANTEE LIMITED GUARANTEE, dated as of February 21, 2025 (this “Limited Guarantee”), by Carlyle Partners Growth, L. |
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| March 7, 2025 |
Exhibit (a)(1)(D) Offer To Purchase All Outstanding Shares of Common Stock of BLUEBIRD BIO, INC. |
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| March 7, 2025 |
Summary Advertisement, dated March 7, 2025. Exhibit (a)(1)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell the Shares (as defined below). |
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| March 7, 2025 |
Offer to Purchase, dated March 7, 2025. Table of Contents Exhibit (a)(1)(A) Offer To Purchase All Outstanding Shares of Common Stock of BLUEBIRD BIO, INC. |
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| March 7, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror)) a direct wholly ow |
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| February 21, 2025 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among BEACON PARENT HOLDINGS, L.P., BEACON MERGER SUB, INC. and BLUEBIRD BIO, INC. Dated as of February 21, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 6 1.1 Certain Definitions 6 1.2 Certain Interpretations 19 ARTICLE II THE OFFER 20 2.1 The Offer 20 2.2 Company Actions 25 ARTICLE III THE MERGER 27 3.1 Th |
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| February 21, 2025 |
Exhibit 99.2 Beacon All Birds Email Birds, Since bluebird set out as an independent company in 2021, we have made remarkable strides to advance gene therapy, transform the lives of countless patients and families, and push the boundaries of what is possible in medicine—overcoming countless challenges along the way. Those headwinds continue today—for bluebird and the field of gene therapy more broa |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person(s) Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 09609G 209 (CUSIP Number of Common |
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| February 21, 2025 |
Exhibit 10.1 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of February 21, 2025 (the “Fifth Amendment Effective Date”), is entered into by and among BLUEBIRD BIO, INC., a Delaware corporation (“Company”), and each other Person that has delivered a Joinder Agreement from time to time party to the Existing Loan Agreeme |
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| February 21, 2025 |
Beacon - Proactive email from Tom Klima to QTC accounts Exhibit 99.3 Beacon - Proactive email from Tom Klima to QTC accounts Hi [name], Today bluebird announced that the company has entered into an agreement to be acquired and taken private by Carlyle and SK Capital. This marks a significant and positive step forward in our collaboration with Qualified Treatment Centers to bring potentially curative gene therapies to patients. The agreement will enable |
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| February 21, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 BLUEBIRD BIO, INC. (Name of Subject Company (Issuer)) BEACON MERGER SUB, INC. (Names of Filing Persons (Offeror)) a direct wholly owned subsidiary of BEACON MIDCO, INC. (Names of Filing Persons (Parent of Offeror)) a direct wholly ow |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 bluebird bio, Inc. (Name of Subject Company) bluebird bio, Inc. (Name of Person(s) Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 09609G 209 (CUSIP Number of Common |
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| February 21, 2025 |
EX-99.1 Exhibit 99.1 bluebird bio Announces Definitive Agreement to be Acquired by Carlyle and SK Capital bluebird stockholders to receive $3.00 per share in cash and a contingent value right of $6.84 per share in cash payable upon achievement of a net sales milestone, contingent upon offer conditions bluebird’s Board of Directors determined this transaction is in the best interest of stockholders |
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| February 21, 2025 |
Proactive Email to Payers [For use at NAE discretion] Exhibit 99.6 Proactive Email to Payers [For use at NAE discretion] Hi [name] – Today bluebird announced it has entered into an agreement to be acquired and taken private by Carlyle and SK Capital, in collaboration with a team of highly experienced biotechnology executives. This is significant and positive step forward in bluebird’s mission to bring potentially transformative therapies to patients |
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| February 21, 2025 |
To be posted on LinkedIn, Twitter Exhibit 99.7 To be posted on LinkedIn, Twitter Today bluebird bio announced a definitive agreement to be acquired by Carlyle and SK Capital. Read more in our press release: [insert link] ADDITIONAL INFORMATION AND WHERE TO FIND IT The tender offer for the outstanding shares of bluebird bio referenced in this communication has not yet commenced. This communication is not an offer to buy nor a solic |
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| February 21, 2025 |
Exhibit 99.1 IR WEBSITE FAQ – for website What is the timing to complete the transaction and when can shareholders expect to get paid out? • bluebird, Carlyle and SK Capital are working under a sense of urgency to complete the transaction as quickly possible. All parties expect to close in the first half of the year, subject to the tender of a majority of the outstanding shares of bluebird, receip |
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| February 21, 2025 |
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 21, 2025 bluebird bio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35966 13-3680878 (State or other jurisdiction of incorporation or organization |
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| February 21, 2025 |
Proactive email for CMC vendors Exhibit 99.4 Proactive email for CMC vendors Hello [—] As a follow up to multiple discussions we’ve had over the last few months, I wanted to make sure that you were aware of an important announcement that bluebird made earlier today. In short, we have entered into an agreement to be acquired and taken private by Carlyle and SK Capital. This marks a significant and positive step in our journey to |
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| February 21, 2025 |
Proactive Email to National PAO Leaders Exhibit 99.5 Proactive Email to National PAO Leaders Hi [name] I’m reaching out to share an update from our team at bluebird: the company has entered into an agreement to be acquired and taken private by a team of highly experienced biotechnology investors and executives. This is significant and positive step forward in bluebird’s mission to bring potentially transformative therapies to patients i |
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| February 20, 2025 |
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 13, 2025 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| December 13, 2024 |
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLUEBIRD BIO, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware bluebird bio, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, DOES HEREBY CERTIFY THAT: 1. The Board of Directors of |
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| December 13, 2024 |
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 12, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| December 4, 2024 |
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 4, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 14, 2024 |
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: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| November 14, 2024 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| November 14, 2024 |
Exhibit 10.5 BLUEBIRD BIO, INC. 2023 INCENTIVE AWARD PLAN (As amended and restated November 6, 2024) ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. ARTICLE II. DEFINITIONS As used in the Plan |
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| November 14, 2024 |
Exhibit 99.1 bluebird bio Reports Third Quarter 2024 Results and Highlights Operational Progress and 2024 Guidance - 74 patient starts completed or scheduled to date in 2024 across bluebird’s commercial portfolio - - Third quarter 2024 net revenue of $10.6 million reflects quarter-to-quarter fluctuations in drug product infusions; anticipate at least $25 million of net revenue in the fourth quarte |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 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: 001-35966 bluebird bio, Inc. |
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| November 14, 2024 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) bluebird bio, Inc. (Exact Name of Registrant as Specified in its Charter) Table I—Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2023 Incentive Award Plan Equi |
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| November 14, 2024 |
BLUE / bluebird bio, Inc. / Alyeska Investment Group, L.P. Passive Investment SC 13G/A 1 alyeska-blue093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* bluebird bio, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 09609G100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the a |
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| November 14, 2024 |
BLUE / bluebird bio, Inc. / GRANAHAN INVESTMENT MANAGEMENT INC/MA Passive Investment SC 13G/A 1 fp0090935-7sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* bluebird bio, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 09609G100 (CU |
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| November 14, 2024 |
As filed with the Securities and Exchange Commission on November 14, 2024 As filed with the Securities and Exchange Commission on November 14, 2024 Registration No. |
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| November 14, 2024 |
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): November 14, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| November 6, 2024 |
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: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| November 6, 2024 |
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): November 6, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 1, 2024 |
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: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| October 25, 2024 |
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: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| October 15, 2024 |
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: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| October 4, 2024 |
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): September 30, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission F |
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| September 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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: 001-35966 bluebird bio, Inc. |
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| September 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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: ¨ Preliminary Proxy Statement ¨ Confide |
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| September 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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: ¨ Preliminary Proxy Statement ¨ Confide |
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| September 24, 2024 |
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): September 23, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission F |
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| September 24, 2024 |
Exhibit 99.1 bluebird bio Initiates Restructuring Intended to Optimize Cost Structure and Enable Quarterly Cash Flow Break-Even in the Second Half of 2025 Actions intended to reduce cash operating expenses by approximately 20% Management team to host conference call today, September 24 at 8:00 am ET SOMERVILLE, Mass. — (BUSINESS WIRE) — September 24, 2024—Following a comprehensive review of its op |
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| September 23, 2024 |
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): September 20, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission F |
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| September 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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 ¨ Confide |
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| September 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 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: 001-35966 bluebird bio, Inc. |
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| September 13, 2024 |
Exhibit 10.5 PATENT AND KNOW-HOW LICENSE AGREEMENT No 07554F33 AMENDMENT No 4 BETWEEN INSERM-TRANSFERT SA, "Societe Anonyme a Directoire et Conseil de Serveillance'', a limited company organized under the laws of France, with share capital of €9,573,470, whose registered headquarters are located at 7 rue Watt, 75013 Paris, France, SIRET No. 434 033 619 00025 business (APE) code 72192, Paris Trade |
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| September 13, 2024 |
Exhibit 10.17 Amendment No. 6 to Clinical and Commercial Supply Agreement Viral Vector Product This Amendment No. 6 to the Clinical and Commercial Supply Agreement-Viral Vector Product (the “Amendment”) is made effective as of the date of last signature below, (“Amendment Effective Date”) by and between bluebird bio, Inc. ("Company") and SAFC Carlsbad, Inc., (“SAFC”). Company and SAFC may hereinaf |
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| September 13, 2024 |
Policy for Recovery of Erroneously Awarded Compensation Exhibit 97 BLUEBIRD BIO, INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION bluebird bio, Inc., a Delaware corporation (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). This Policy amends and restates the Company’s existing Policy for Recoupment of Incentive Compensation dated a |
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| September 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 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: 001-35966 bluebird bio, Inc. |
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| September 13, 2024 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| September 13, 2024 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| September 13, 2024 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| September 13, 2024 |
Non-Employee Director Compensation Policy Exhibit 10.37 BLUEBIRD BIO, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy of bluebird bio, Inc. (the “Company”), is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries to serve on the Com |
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| September 13, 2024 |
Description of the Registrant's Securities Exhibit 4.2 Description of the Company’s Capital Stock The following is a description of the authorized capital stock of bluebird bio, Inc., a Delaware corporation (“we”, “us”, “our”, or the “Company”). This summary is not complete and is subject to and qualified by reference to the actual provisions of the Company’s Amended and Restated Certificate of Incorporation (as amended, the “Charter”) and |
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| September 13, 2024 |
-Based Restricted Stock Unit Agreement under the bluebird bio, Inc. 2023 Incentive Award Plan Exhibit 10.35 PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT UNDER THE BLUEBIRD BIO, INC. 2023 INCENTIVE AWARD PLAN Name of Grantee: Target Number of PSUs subject to Award: Date of Grant: Pursuant to the bluebird bio, Inc. 2023 Incentive Award Plan (as may be amended from time to time, the “Plan”), bluebird bio, Inc. (the “Company”) hereby grants on the date set forth above (the “Date of Grant” |
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| August 30, 2024 |
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): August 29, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 30, 2024 |
, 2024, between the Registrant, as Borrower, and Hercules Capital, Inc., as Lender Exhibit 10.1 FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of August 29, 2024 (the “Fourth Amendment Effective Date”), is entered into by and among BLUEBIRD BIO, INC., a Delaware corporation (“Company”), and each other Person that has delivered a Joinder Agreement from time to time party to the Existing Loan Agreem |
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| August 23, 2024 |
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): August 20, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 23, 2024 |
bluebird bio Announces Receipt of Expected Notices from Nasdaq Exhibit 99.1 bluebird bio Announces Receipt of Expected Notices from Nasdaq SOMERVILLE, Mass.-(BUSINESS WIRE)—August 23, 2024- bluebird bio, Inc. (Nasdaq: BLUE) today announced that it received notices (the “notices”) on August 20, 2024 from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company has not yet filed its Quarterly Reports on Form 10-Q for each of the quarters ended Ma |
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| August 14, 2024 |
, 2024, between the Registrant, as Borrower, and Hercules Capital, Inc., as Lender Exhibit 10.1 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of August 13, 2024 (the “Third Amendment Effective Date”), is entered into by and among BLUEBIRD BIO, INC., a Delaware corporation (“Company”), and each other Person that has delivered a Joinder Agreement from time to time party to the Existing Loan Agreement |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-35966 CUSIP Number: 09609G100 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| August 14, 2024 |
Exhibit 4.1 In accordance with Instruction 2 to Item 601 of Regulation S-K, below is a schedule setting forth details in which the omitted executed warrants differ from the form of warrant that follows: Warrantholder Hercules Capital, Inc. Hercules Private Credit Fund 1 L.P. Hercules Private Global Venture Growth Fund I L.P. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN R |
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| August 14, 2024 |
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): August 13, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 14, 2024 |
Form of Warrant Agreement Amendment Exhibit 4.2 In accordance with Instruction 2 to Item 601 of Regulation S-K, below is a schedule setting forth details in which the omitted executed warrants differ from the form of warrant that follows: Warrantholder Hercules Capital, Inc. Hercules Private Credit Fund 1 L.P. Hercules Private Global Venture Growth Fund I L.P. FIRST AMENDMENT TO WARRANT THIS FIRST AMENDMENT TO WARRANT (this “Amendme |
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| August 14, 2024 |
Exhibit 99.1 bluebird bio Reports Second Quarter 2024 Results and Highlights Operational Progress and 2024 Guidance - 27 patient starts to date in 2024 (19 ZYNTEGLO, 4 LYFGENIA, 4 SKYSONA); anticipate approximately 85 patient starts across the portfolio as LYFGENIA patient starts accelerate in the second half of 2024 - - Second quarter 2024 net revenue of $16.1 million - - Cash runway into Q2 2025 |
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| July 11, 2024 |
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 9, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| July 11, 2024 |
, 2024, between the Registrant, as Borrower, and Hercules Capita Exhibit 10.1 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of July 9, 2024 (the “Second Amendment Effective Date”), is entered into by and among BLUEBIRD BIO, INC., a Delaware corporation (“Company”), and each other Person that has delivered a Joinder Agreement from time to time party to the Existing Loan Agreement |
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| June 24, 2024 |
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): June 20, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| May 29, 2024 |
EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is between bluebird bio, Inc., a Delaware corporation (the “Company”), and Oliver James Sterling (the “Executive”) and is made effective as of the Start Date (as defined in Section 1 of this Agreement). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company on the |
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| May 29, 2024 |
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): May 28, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| May 15, 2024 |
NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-35966 CUSIP Number: 09609G100 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| May 9, 2024 |
Exhibit 99.1 bluebird bio Reports First Quarter 2024 Results and Highlights Operational Progress and 2024 Guidance – First patient start (cell collection) for LYFGENIA completed – – 15 patient starts to date in 2024 (11 ZYNTEGLO, 3 SKYSONA, 1 LYFGENIA); 85 to 105 patient starts anticipated across the portfolio in 2024 – – First quarter 2024 net revenue of $18.6 million – – Management to host confe |
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| May 9, 2024 |
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): May 9, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| May 3, 2024 |
April 30, 2024, between the Registrant, as Borrower, and Hercules Capital, Inc., as Lender Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| May 3, 2024 |
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 30, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 3, 2024 |
Hercules Capital, Inc., as Lender Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| April 26, 2024 |
bluebird bio Announces Receipt of Expected Notice from Nasdaq Exhibit 99.1 bluebird bio Announces Receipt of Expected Notice from Nasdaq SOMERVILLE, Mass.-(BUSINESS WIRE)—April 26, 2024- bluebird bio, Inc. (Nasdaq: BLUE) today announced that it received a notice (the “notice”) on April 24, 2024 from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company has not yet filed its Annual Report on Form 10-K for the year ended December 31, 2023 (th |
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| April 26, 2024 |
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 24, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 16, 2024 |
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 16, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 26, 2024 |
Exhibit 99.1 bluebird bio Reports Fourth Quarter and 2023 Annual Results and Highlights Operational Progress and 2024 Guidance – Cash runway through Q1 2026 following announcement of a $175 million term loan facility with Hercules Capital – – 9 patient starts to date in 2024 (7 ZYNTEGLO, 2 SKYSONA); 85 to 105 patient starts anticipated across the portfolio in 2024 – – First government outcomes-bas |
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| March 26, 2024 |
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 24, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-35966 CUSIP Number: 09609G100 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| March 18, 2024 |
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 15, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 14, 2024 |
BLUE / bluebird bio, Inc. / TANG CAPITAL PARTNERS LP - AMENDMENT NO. 2 Passive Investment Securities and Exchange Commission Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2024 |
BLUE / bluebird bio, Inc. / PFM Health Sciences, LP - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* bluebird bio, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fil |
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| February 14, 2024 |
BLUE / bluebird bio, Inc. / GRANAHAN INVESTMENT MANAGEMENT INC/MA Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* bluebird bio, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 09609G100 (CUSIP Number) December 31, 2023 (Da |
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| February 14, 2024 |
BLUE / bluebird bio, Inc. / Alyeska Investment Group, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2024 |
BLUE / bluebird bio, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A 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: Bluebird Bio Inc Title of Class of Securities: Common Stock CUSIP Number: 09609G100 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Ru |
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| January 8, 2024 |
Exhibit 99.1 bluebird bio Provides Update on Commercial Launch Progress, Program Milestones, and 2024 Financial Outlook Significant momentum behind LYFGENIA launch with 35 Qualified Treatment Centers accepting patient referrals and payer agreements in place covering approximately 200 million U.S. lives Anticipate 85 to 105 patient starts (cell collections) across commercial portfolio in 2024 with |
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| January 8, 2024 |
ex992jpm bluebird bio J.P. Morgan Presentation January 2024 NASDAQ: BLUE Exhibit 99.2 CONFIDENTIAL forward-looking statements 2 These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “project,” “intend,” “future,” “potential,” or “contin |
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| January 8, 2024 |
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, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 4, 2024 |
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 4, 2024 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 20, 2023 |
EX-1.1 Exhibit 1.1 bluebird bio, Inc. 95,833,332 Shares of Common Stock Underwriting Agreement December 19, 2023 Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, Ne |
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| December 20, 2023 |
83,333,333 Shares of Common Stock 424B5 Table of Contents As filed Pursuant to Rule 424(b)(5) Registration No. 333-271772 PROSPECTUS SUPPLEMENT (To Prospectus dated May 19, 2023) 83,333,333 Shares of Common Stock We are offering 83,333,333 shares of our common stock at a public offering price of $1.50 per share. Our common stock is listed on the Nasdaq Global Select Market under the symbol “BLUE.” On December 19, 2023, the last re |
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| December 20, 2023 |
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 19, 2023 bluebird bio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35966 13-3680878 (State or other jurisdiction of incorporation) (Commission Fi |
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| December 18, 2023 |
Amended and Restated By-laws of the Registrant EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF BLUEBIRD BIO, INC. (the “Corporation”) as of December 14, 2023 ARTICLE I STOCKHOLDERS Section 1 Annual Meeting. The annual meeting of stockholders of the Corporation (any such meeting being referred to in these By-laws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the Board |
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| December 18, 2023 |
between the Registrant and Alterna Capital Solutions EX-10.1 Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. Exhibit 10.1 EXECUTION VERSION INVOICE PURCHASE AND SALE AGREEMENT THIS INVOICE PURCHASE AND SALE AGREEMENT (“Agreement”) is made on this 14th day of December 2023 between bluebird bio, inc., a Delaware Corporat |
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| December 18, 2023 |
Subject to Completion, dated December 18, 2023 424B5 Table of Contents Filed Pursuant to 424(b)(5) Registration No. 333-271772 The information in this preliminary prospectus supplement and the accompanying prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the |
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| December 18, 2023 |
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 14, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| December 14, 2023 |
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 14, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| December 11, 2023 |
EX-99.1 LYFGENIA™ FDA approval December 8, 2023 NASDAQ: BLUE Exhibit 99.1 These slides and the accompanying oral presentation contain certain statements that are forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and that involve risks and uncertainties, including, without limitation, stat |
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| December 11, 2023 |
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 8, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 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: 001-35966 bluebird bio, Inc. |
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| November 7, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 7, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| November 7, 2023 |
Exhibit 99.1 bluebird bio Reports Third Quarter 2023 Financial Results and Highlights Operational Progress – Continued strong commercial launch for ZYNTEGLO® and SKYSONA®; 22 patient starts across both programs to date – – Ended quarter with $227M in cash, cash equivalents, marketable securities and restricted cash – – Company entered into advance agreement to sell priority review voucher, if gran |
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| November 7, 2023 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| October 30, 2023 |
EX-2.1 Exhibit 2.1 EXECUTION VERSION ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 26, 2023 (the “Effective Date”), by and between bluebird bio, Inc., a corporation organized under the laws of Delaware (“Seller”), and Novartis Pharma AG, an entity organized under the laws of Switzerland (“Buyer”). Buyer and Seller may hereinafter b |
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| October 30, 2023 |
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): October 26, 2023 bluebird bio, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35966 13-3680878 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 27, 2023 |
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): September 21, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 8, 2023 |
Sales Agreement, dated as of August 8, 2023, by and between bluebird bio, Inc. and Jefferies LLC. EX-1.1 Exhibit 1.1 OPEN MARKET SALE AGREEMENTSM August 8, 2023 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: bluebird bio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common |
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| August 8, 2023 |
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): August 8, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 8, 2023 |
ex991xq2earningscallsli Q2 Earnings Call & Commercial Launch Update August 8, 2023 NASDAQ: BLUE Exhibit 99. |
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| August 8, 2023 |
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): August 8, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 8, 2023 |
Exhibit 99.1 bluebird bio Reports Second Quarter 2023 Financial Results and Highlights Operational Progress – Continued strong commercial launch for ZYNTEGLO® and SKYSONA®; 16 patient starts across both programs to date – – Biologics License Application (BLA) for lovo-cel for sickle cell disease accepted for FDA priority review; PDUFA goal date December 20, 2023 – – Ended quarter with $291M in cas |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 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: 001-35966 bluebird bio, Inc. |
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| August 8, 2023 |
Up to $125,000,000 Common Stock Table of Contents Filed Pursuant to 424(b)(5) Registration No. 333-271772 Prospectus Supplement (To Prospectus dated May 19, 2023) Up to $125,000,000 Common Stock We, bluebird bio, Inc., have entered into a sales agreement, or the sales agreement, with Jefferies LLC, or Jefferies, as our sales agent, relating to common stock, par value $0.01 per share, offered by this prospectus supplement. In acc |
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| August 8, 2023 |
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): August 8, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 12, 2023 |
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 12, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| July 12, 2023 |
EX-99.1 bluebird bio Company Presentation July 2023 NASDAQ: BLUE Exhibit 99.1 These slides and the accompanying oral presentation contain forward-looking statements and information. The use of words such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “project,” “intend,” “future,” “potential,” or “continue,” and other similar expressions are intended to |
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| June 20, 2023 |
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): June 16, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| June 20, 2023 |
Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Registrant Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLUEBIRD BIO, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware bluebird bio, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, DOES HEREBY CERTIFY THAT: 1. The Board of Directors of |
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| June 16, 2023 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) bluebird bio, Inc. (Exact Name of Registrant as Specified in its Charter) Table I—Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2023 Incentive Award Plan Equi |
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| June 16, 2023 |
023 Incentive Award Plan and forms of award agreements thereunder Exhibit 99.1 BLUEBIRD BIO, INC. 2023 INCENTIVE AWARD PLAN ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. ARTICLE II. DEFINITIONS As used in the Plan, the following words and phrases have the |
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| June 16, 2023 |
As filed with the Securities and Exchange Commission on June 16, 2023 As filed with the Securities and Exchange Commission on June 16, 2023 Registration No. |
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| June 12, 2023 |
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): June 12, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| June 12, 2023 |
ex991xbluexcorp bluebird bio Company Presentation June 2023 NASDAQ: BLUE EXHIBIT 99. |
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| May 17, 2023 |
bluebird bio, Inc. 455 Grand Union Boulevard Somerville, MA 02145 CORRESP 1 filename1.htm bluebird bio, Inc. 455 Grand Union Boulevard Somerville, MA 02145 May 17, 2023 Via EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Washington, D.C. 20549 Re: bluebird bio, Inc. Registration Statement on Form S-3 Filed May 9, 2023 File No. 333-271772 To whom it may concern: Pursuant to Rule 461(a) under the Securi |
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| May 9, 2023 |
As filed with the Securities and Exchange Commission on May 9, 2023 FORM S-3 Table of Contents As filed with the Securities and Exchange Commission on May 9, 2023 Registration No. |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 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: 001-35966 bluebird bio, Inc. |
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| May 9, 2023 |
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): May 9, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| May 9, 2023 |
EX-4.3 Exhibit 4.3 bluebird bio, Inc. INDENTURE Dated as of , 20 [ ] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 4 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Series 5 Section 2.2. Establ |
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| May 9, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) bluebird bio, Inc. |
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| May 9, 2023 |
Exhibit 99.1 bluebird bio Reports First Quarter 2023 Financial Results and Highlights Operational Progress – Biologics License Application (BLA) for lovo-cel for sickle cell disease submitted to FDA – – First commercial infusions completed for both ZYNTEGLO® and SKYSONA® – – Ended quarter with $364M in cash, cash equivalents, marketable securities and restricted cash – SOMERVILLE, Mass. – May 9, 2 |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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: Preliminary Proxy Statement ¨ Confident |
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| April 28, 2023 |
DEFA14A 1 schedule14aproxyadditional.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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 appropr |
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| April 21, 2023 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the common stock of bluebird bio, Inc., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each of the unders |
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| April 21, 2023 |
BLUE / Bluebird bio Inc / PFM Health Sciences, LP - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* bluebird bio, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 09609G100 (CUSIP Number) April 11, 2023 (Date of Event Which Requires Filing |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION 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 ¨ Confide |
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| March 29, 2023 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
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| March 29, 2023 |
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 24, 2023 bluebird bio, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35966 13-3680878 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 29, 2023 |
Non-Employee Director Compensation Policy Exhibit 10.44 BLUEBIRD BIO, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy of bluebird bio, Inc. (the “Company”), is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries to serve on the Com |
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| March 29, 2023 |
Employment Agreement, dated January 1, 2023, by and between the Registrant and Joseph Vittiglio Exhibit 10.37 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is between bluebird bio, Inc., a Delaware corporation (the “Company”), and Joseph Vittiglio (the “Executive”) and is made effective as of the Start Date (as defined in Section 1 of this Agreement). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company on the terms and c |
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| March 29, 2023 |
As filed with the Securities and Exchange Commission on March 29, 2023 S-8 As filed with the Securities and Exchange Commission on March 29, 2023 Registration No. |
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| March 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 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: 001-35966 bluebird bio, Inc. |
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| March 29, 2023 |
Exhibit 99.1 bluebird bio Reports Fourth Quarter and Full Year 2022 Financial Results and Highlights Operational Progress – Continued strong commercial launch for ZYNTEGLO® and SKYSONA®; 7 patient starts (cell collections) across both programs to date – – Update on Biologics License Application (BLA) submission for lovo-cel for sickle cell disease (SCD) – – Management to host conference call today |
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| March 29, 2023 |
EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) bluebird bio, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common |
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| March 29, 2023 |
Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential. |
