View:
United States securities and exchange commission logo
September 30, 2020
Charles Wilson, Ph.D.
President and Chief Executive Officer
Unum Therapeutics Inc.
200 Cambridge Park Drive, Suite 3100
Cambridge, Massachusetts 02140
Re: Unum Therapeutics
Inc.
Amendment No. 2 to
Proxy Statement on Schedule 14A
Filed September 22,
2020
File No. 001-38443
Dear Dr. Wilson:
We have reviewed your amended filing and have the following
comments. In some of
our comments, we may ask you to provide us with information so we may
better understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Amendment No. 2 to Preliminary Proxy Statement on Schedule 14A
Overview of KIQ, page 25
1. We note your disclosure
that Kiq was formed on April 28, 2020 and that prior to its
acquisition by Unum,
Kiq never had any employees or facilities and only had one asset, an
exclusive License
Agreement, and that Kiq had no assembled workforce or processes in
place to perform the
development of the license. Given this disclosure, please revise to
clarify the basis for
your disclosure that PLX9486 was Kiq s most advanced program
and is a highly
potent and selective KIT D816V inhibitor.
2. It does not appear that
you have filed the exclusive License Agreement with Plexxicon
Inc. as an exhibit to
any of your filings. Please file that agreement as an exhibit to an
appropriate filing or
explain to us the basis for your determination that it is not required to
be filed. If you
believe the agreement is not required to be filed, please include in your
explanation a detailed
analysis supporting your belief that your plans to develop PLX9486
are not substantially
dependent on the license agreement.
Charles Wilson, Ph.D.
Unum Therapeutics Inc.
September 30, 2020
Page 2
If our efforts to protect the proprietary nature of the intellectual property
related to our
technologies..., page 74
3. Please revise to clarify if the patents disclosed in this risk factor
relate to your ACTR
technologies and revise to clarify any material risks related to the
technology licensed
under the agreement with Plexxikon, Inc.
Sales of a substantial number of shares of our common stock, page 99
4. Please update this risk factor to address the number of shares
registered for resale under
your recently filed registration statement on Form S-3.
Principal Stockholders, page 110
5. Please disclose the natural person who beneficially own the shares held
in the name of the
legal entities identified in your table in this section.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Tim Buchmiller at (202) 551-3635 or Celeste Murphy at
(202) 551-3257
with any questions.
Sincerely,
FirstName LastNameCharles Wilson, Ph.D.
Division of
Corporation Finance
Comapany NameUnum Therapeutics Inc.
Office of Life
Sciences
September 30, 2020 Page 2
cc: Andrew H. Goodman, Esq.
FirstName LastName