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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 11)*
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Autolus Therapeutics plc (Name of Issuer) |
ADSs, each representing one ordinary share, nominal value $0.000042 per share, and ordinary shares, nominal value $0.000042 per share (Title of Class of Securities) |
(CUSIP Number) |
Scott Levi White & Case LLP, 1221 Avenue of the Americas New York, NY, 10020-1095 212 819 8320 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/27/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Renata Kellnerova | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CZECH REPUBLIC
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
14,782,275.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
AMALAR HOLDING s.r.o. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CZECH REPUBLIC
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
14,782,275.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
PPF Group a.s. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CZECH REPUBLIC
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
14,782,275.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
PPF IM Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CYPRUS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
14,782,275.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
ADSs, each representing one ordinary share, nominal value $0.000042 per share, and ordinary shares, nominal value $0.000042 per share |
| (b) | Name of Issuer:
Autolus Therapeutics plc |
| (c) | Address of Issuer's Principal Executive Offices:
The Mediaworks, 191 Wood Lane, London,
UNITED KINGDOM
, W12 7FP. |
| Item 2. | Identity and Background |
| (a) | Item 2(a) of the Schedule 13D is hereby amended and restated by replacing it with the following:
This Schedule 13D is being filed by the following persons (each a "Reporting Person" and, collectively, the "Reporting Persons"): Renata Kellnerova, a citizen of the Czech Republic; AMALAR HOLDING s.r.o., a limited liability company organized under the laws of the Czech Republic ("Amalar"); PPF Group a.s., a joint stock company organized under the laws of the Czech Republic ("PPF Group"), which is the successor by cross-border conversion to PPF Group N.V., a public limited liability company formerly organized under the laws of the Netherlands; and PPF IM Ltd., a private limited liability company organized and existing under the laws of Cyprus ("PPF IM"). PPF IM is the sole shareholder of record of the Ordinary Shares reported herein. PPF IM is a wholly-owned subsidiary of PPF Group. Amalar is the majority shareholder of PPF Group. Mrs. Kellnerova, in her capacity as the majority owner of Amalar, has the ability to indirectly control the decisions of Amalar regarding the vote and disposition of securities held by Amalar, and as such may be deemed to have indirect beneficial ownership of the Ordinary Shares of the Issuer held by PPF IM.
Information regarding each director and officer of PPF IM (collectively, the "Covered Persons") is set forth in the attached Annex A and incorporated by reference.
The Reporting Persons have entered into a Joint Filing Agreement dated August 27, 2026, pursuant to Rule 13d-1(k) under the Act, a copy of which is attached hereto as Exhibit 99.1. |
| (b) | Item 2(b) of the Schedule 13D is hereby amended and restated by replacing it with the following:
The principal business address of Mrs. Kellnerova is c/o PPF Group a.s., Evropska 2690/17, 160 00 Prague 6, Czech Republic. The address of the principal office of Amalar is Evropska 2690/17, 160 00 Prague 6, Czech Republic. The address of the principal office of PPF Group is Evropska 2690/17, 160 00 Prague 6, Czech Republic. The address of the principal office of PPF IM is Stasinou, 6, The White Walls, Office 601, 1060 Nicosia, Cyprus. See Item 2(a) above for information regarding the Covered Persons. |
| (c) | Item 2(c) of the Schedule 13D is hereby amended and restated by replacing it with the following:
Mrs. Kellnerova's principal occupation is her position as majority owner of Amalar. The principal business of Amalar is to act as a holding company for certain investments of Mrs. Kellnerova and her daughters. The principal business of PPF Group is investment in multiple market segments such as financial services, telecommunications, media, real estate, marine leisure, e-commerce, mobility and mechanical engineering and biotechnology in Europe, the United States and across Asia. The principal business of PPF IM is to act as a holding company for certain investments of PPF Group. See Item 2(a) above for information regarding the Covered Persons. |
| (d) | Item 2(d) of the Schedule 13D is hereby amended and restated by replacing it with the following:
None of the Reporting Persons, or to the best of their knowledge, any of the Covered Persons, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | Item 2(e) of the Schedule 13D is hereby amended and restated by replacing it with the following:
None of the Reporting Persons, or to the best of their knowledge, any of the Covered Persons, was, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. |
| (f) | Item 2(f) of the Schedule 13D is hereby amended and restated by replacing it with the following:
See Item 2(a) above and the cover pages of this Schedule 13D. |
| Item 3. | Source and Amount of Funds or Other Consideration |
Item 3 of the Schedule 13D is hereby amended and supplemented to include the following:
The Ordinary Shares reported herein were transferred by PPF Biotech B.V. to PPF IM by way of an intercompany transfer among affiliated entities under common ultimate ownership and control as part of an internal reorganization of the PPF group of companies. The internal reorganization was completed on August 27, 2026. The shares were transferred internally at a price equal to the closing price of the Ordinary Shares on the date immediately preceding the applicable date of transfer, using the working capital of PPF IM. Otherwise, no funds were expended by PPF IM or PPF Group in connection with the acquisition of beneficial ownership of the Ordinary Shares reported herein as a result of such transfer. | |
| Item 4. | Purpose of Transaction |
Item 4 of the Schedule 13D is hereby amended and supplemented to include the following:
The transactions described in this Amendment No. 11 were undertaken solely to effect an internal reorganization of the PPF group of companies. Such transactions did not involve any change in the ultimate beneficial ownership of, or the ultimate voting or dispositive power over, the Ordinary Shares reported herein, and were not undertaken with any purpose of, or with the effect of, changing or influencing control of the Issuer. Other than as described herein, the Reporting Persons do not have any current plans or proposals which relate to or would result in any of the actions described in subparagraphs (a) through (j) above. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Item 5(a) of the Schedule 13D is hereby amended and restated by replacing it with the following:
As of the date of this Amendment No. 11, PPF IM is the owner of record of 14,782,275 Ordinary Shares, representing approximately 5.6% of the outstanding Ordinary Shares (based on 266,162,540 shares outstanding as of August 10, 2026, as reported on the Issuer's quarterly report on Form 10-Q filed August 11, 2026). Each Reporting Person, as a result of the relationships described in Item 2, may be deemed to directly or indirectly beneficially own such shares, and each disclaims beneficial ownership except to the extent of its respective pecuniary interest therein. |
| (b) | Item 5(b) of the Schedule 13D is hereby amended and restated by replacing it with the following:
For information on the Reporting Persons' powers to vote and dispose of such shares, see rows 7 to 10 of the cover pages to this Schedule 13D/A. |
| (c) | Item 5(c) of the Schedule 13D is hereby amended and restated by replacing it with the following:
Except for the intercompany transfer of the Ordinary Shares described in Item 2 and Item 3 above, there have been no transactions by the Reporting Persons in the Ordinary Shares effected during the past 60 days. |
| (d) | Item 5(d) of the Schedule 13D is hereby amended and restated by replacing it with the following:
To the best knowledge of the Reporting Persons, no one other than the Reporting Persons and their respective members, shareholders and affiliates has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares reported herein as beneficially owned by the Reporting Persons. |
| (e) | Item 5(e) of the Schedule 13D is hereby amended and restated by replacing it with the following:
Not applicable. |
| Item 7. | Material to be Filed as Exhibits. |
Item 7 of the Schedule 13D is hereby amended to replace Exhibit 99.1 and to add Exhibit 99.4 as follows:
Exhibit 99.1 -- Amended and Restated Joint Filing Agreement.
Exhibit 99.4 -- Power of Attorney of PPF IM. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Annex A
Executive Officers and Directors of PPF IM Ltd.
The name, present principal occupation, principal business address and country of citizenship of each executive officer and director of PPF IM Ltd. are set forth below.
| Name | Present Principal Occupation or Employment |
Address of Present Principal Occupation or Employment |
Citizenship | |||
| Jiri Sterba | Director | Stasinou 6, The White Walls, Office 601, 1060 Nicosia, Cyprus | Czech Republic | |||
| Katerina Anastassiou | Director | Stasinou 6, The White Walls, Office 601, 1060 Nicosia, Cyprus | Cyprus |
Exhibit 99.1
Joint Filing Agreement
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales, and further agree to the filing, furnishing, and/or incorporation by reference of this Joint Filing Agreement (this “Agreement”) as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 27th day of August 2026.
| RENATA KELLNEROVA | |||
| By: | /s/ Lubomír Král | ||
| Name: | Lubomír Král | ||
| Title: | Attorney-in-Fact | ||
| AMALAR HOLDING S.R.O. | |||
| By: | /s/ Lubomír Král | ||
| Name: | Lubomír Král | ||
| Title: | Attorney-in-Fact | ||
| PPF GROUP A.S. | |||
| By: | /s/ Lubomír Král | ||
| Name: | Lubomír Král | ||
| Title: | Attorney-in-Fact | ||
| PPF IM Ltd. | |||
| By: | /s/ Lubomír Král | ||
| Name: | Lubomír Král | ||
| Title: | Attorney-in-Fact | ||
Exhibit 99.4
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned does hereby constitute and appoint Lubomír Král and Radomír Johanna as the undersigned’s true and lawful attorneys-in-fact to, as applicable:
| (1) | execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or ten-percent owner of Autolus Therapeutics plc (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder and any amendments to the foregoing; |
| (2) | do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any stock exchange or similar authority; |
| (3) | prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the reports on Schedule 13G or 13D (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 13(d) of the Exchange Act and the rules and regulations thereunder in the undersigned’s capacity as the beneficial owner of more than 5% of a registered class of equity securities of the Company; |
| (4) | do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such reports on Schedule 13G or 13D (including, in each case, amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and |
| (5) | take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve to such attorney-in-fact’s discretion. |
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Sections 13(d), 13(g) and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, or reports on Schedule 13G or 13D, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 27th day of August, 2026.
| PPF IM Ltd. | ||
| By: | /s/ Jiri Sterba | |
| Name: | Jiri Sterba | |
| Title: | Director | |