Edgar Filing: APPLIED GENETIC TECHNOLOGIES CORP

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Carroll Jill

2. Date of Event Requiring Statement (Month/Day/Year)
03/26/2014

3. Issuer Name and Ticker or Trading Symbol
APPLIED GENETIC TECHNOLOGIES CORP [AGTC]

(Last)

(First)

(Middle)

C/O S.R. ONE, LIMITED,Â 161 WASHINGTON STREET, SUITE 500

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

CONSHOHOCKEN,Â PAÂ 19428

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned
(Instr. 4)

3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B-1 Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	503,579	$ ⁽¹⁾	I	See footnotes ⁽²⁾ ⁽³⁾
Series B-2 Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	934,487	$ ⁽¹⁾	I	See footnotes ⁽²⁾ ⁽³⁾
Series B-3 Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	447,770	$ ⁽¹⁾	I	See footnotes ⁽²⁾ ⁽³⁾
Stock Option (Right to Buy)	Â ⁽⁴⁾	03/26/2024	Common Stock	9,375	$ 12	D ⁽³⁾ ⁽⁵⁾	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Carroll Jill C/O S.R. ONE, LIMITED 161 WASHINGTON STREET, SUITE 500 CONSHOHOCKEN,Â PAÂ 19428	Â X	Â X	Â	Â

Signatures

/s/ Hemmie Chang, attorney-in-fact for Jill Carroll		03/26/2014
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Each share of convertible preferred stock is convertible into shares of common stock at any time at the holder's election or upon the consummation of a qualified public offering of the registrant on a 1-for-35 basis. The convertible preferred stock has no expiration date.
(2)	Held of record by S.R. One, Limited, an indirect, wholly-owned subsidiary of GlaxoSmithKline plc. Jill Carroll (the "Reporting Person") is a senior associate at S.R. One, Limited and an employee of GlaxoSmithKline LLC, a wholly-owned subsidiary of GlaxoSmithKline plc.
(3)	The Reporting Person disclaims beneficial ownership of all the shares reported herein and this report shall not be deemed an admission of beneficial ownership of such shares for the purposes of Section 16 or for any other purpose except to the extent of her proportionate pecuniary interest therein.
(4)	Option becomes exercisable in equal yearly installments over three years from the date of grant.
(5)	The stock option was granted to the Reporting Person as director's compensation. As an associate of S.R. One, Limited and an employee of GlaxoSmithKline LLC, the Reporting Person is obligated to transfer any shares issued under the stock option to S.R. One, Limited.

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