Anne M. Phillips - 09 Sep 2026 Form 4 Insider Report for Barinthus Biotherapeutics plc. (BRNS)

Reporting relationship: Director
Issuer ticker: BRNS
Reported as of: 09 Sep 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 09 Sep 2026, 16:20:06 UTC
Prior SEC filing: 29 Jun 2026
Source filing: View source filing
Reporting owner signature: /s/ William Enright, Attorney-in-Fact

Key filing fact

Anne M. Phillips filed Form 4 for Barinthus Biotherapeutics plc. (BRNS) on 09 Sep 2026.

Key facts

This page summarizes Anne M. Phillips's Form 4 filing for Barinthus Biotherapeutics plc. (BRNS).
6 reported transactions and 5 derivative rows are listed below.
Accepted by SEC: 09 Sep 2026, 16:20.

Change

Previous filing in this sequence was filed on 29 Jun 2026.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001627680 Primary reporting owner

Phillips Anne M.

Relationship: Director
Address: C/O BARINTHUS BIOTHERAPEUTICS PLC, 20400 CENTURY BOULEVARD, GERMANTOWN
Signature: /s/ William Enright, Attorney-in-Fact
Signature date: 09 Sep 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BRNS transaction

Ordinary Shares

Disposed to Issuer

Transaction value
Shares: -3,000
Change %: -100%
Price
Shares after: 0
Date: 09 Sep 2026
Ownership: Direct
Footnotes: F1, F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

BRNS transaction Derivative

Share Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -34,328
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 09 Sep 2026
Ownership: Direct
Underlying class: Ordinary Shares
Underlying amount: 34,328
Exercise price: $17.00
Footnotes: F1, F2, F4

BRNS transaction Derivative

Share Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -18,604
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 09 Sep 2026
Ownership: Direct
Underlying class: Ordinary Shares
Underlying amount: 18,604
Exercise price: $4.27
Footnotes: F1, F2, F4

BRNS transaction Derivative

Share Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -19,197
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 09 Sep 2026
Ownership: Direct
Underlying class: Ordinary Shares
Underlying amount: 19,197
Exercise price: $2.27
Footnotes: F1, F2, F4

BRNS transaction Derivative

Share Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -19,516
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 09 Sep 2026
Ownership: Direct
Underlying class: Ordinary Shares
Underlying amount: 19,516
Exercise price: $2.34
Footnotes: F1, F2, F4

BRNS transaction Derivative

Share Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -20,174
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 09 Sep 2026
Ownership: Direct
Underlying class: Ordinary Shares
Underlying amount: 20,174
Exercise price: $1.00
Footnotes: F1, F2, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Anne M. Phillips is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

The Ordinary Shares may be represented by American Depositary Shares ("ADSs" and together with the Ordinary Shares, the "Shares"), each of which currently represents one Ordinary Share.

Footnote F2

This Form 4 reports securities transacted in connection with the Agreement and Plan of Merger, dated September 29, 2025, as amended (the "Merger Agreement") by and among the Issuer, Beacon Topco, Inc. ("Topco"), a Delaware corporation and a direct wholly owned subsidiary of the Issuer, Cdog Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Topco, and Clywedog Therapeutics, Inc., a Delaware corporation. On September 9, 2026 (the "Effective Time"), in connection with the effectiveness of the scheme of arrangement under Part 26 of the United Kingdom Companies Act 2006 (the "Scheme") contemplated by the Merger Agreement, Topco acquired the entire issued share capital of the Issuer, resulting in the Issuer becoming a direct wholly owned subsidiary of Topco.

Footnote F3

Pursuant to the Merger Agreement and in connection with the effectiveness of the Scheme, at the Effective Time, each Share of the Issuer was converted into the right to receive 0.111 shares of common stock, $0.0001 par value per share, of Topco (the "Topco Common Stock").

Footnote F4

Pursuant to the Merger Agreement, at the Effective Time, each option to acquire Shares under the Issuer's equity plans that was outstanding as of immediately prior to the Effective Time ceased to represent a right to acquire Shares of the Issuer, and was converted into an option to acquire shares of Topco Common Stock and assumed by Topco on the same terms and conditions (including applicable vesting and exercisability conditions) as were applicable to such option immediately prior to the Effective Time.