Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)
October 26 2017 - 4:25PM
Edgar (US Regulatory)
Prospectus Supplement No. 1
(To Prospectus Dated July 31, 2017)
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Filed Pursuant to Rule 424(b)(3)
Registration No. 333-214073
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IOVANCE BIOTHERAPEUTICS, INC.
Common Stock
This Prospectus Supplement supplements,
and should be read in conjunction with, our Prospectus included in Post-Effective Amendment No. 1 to Registration Statement on
Form S-3 (Registration No. 333-214073) dated July 31, 2017 (the “
Prospectus
”). This Prospectus Supplement must
be delivered with the Prospectus.
The information in the Prospectus in the
section titled “Selling Stockholders” is amended by this Prospectus Supplement to reflect changes in our registered
securities by Ashish Jhingan, Dolly Jhingan, Ashish Jhingan & Dolly Jhingan JT WROS, Prasad Family Trust UAD 08/18/11, Subir
Prasad, Trustee, and Joseph Telushkin.
Neither the Securities and Exchange
Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy
of this Prospectus Supplement. Any representation to the contrary is a criminal offense.
The date of this Prospectus
Supplement is October 26, 2017.
SELLING
STOCKHOLDERS
SUPPLEMENTAL INFORMATION
The table beginning on page 7 of the Prospectus
in the section titled “Selling Stockholders” is amended as follows.
The table is hereby revised to reflect
the following transfers: (i) Ashish Jhingan, Dolly Jhingan, and Ashish Jhingan & Dolly Jhingan JT WROS transferred
warrants to purchase 37,500 shares of our common stock to OTA LLC. (ii) Joseph Telushkin transferred 3,185 shares of common
stock to Shira Telushkin, Benjamin Telushkin, Naomi Telushkin, and Congregation Ramath Orah. In addition, the table is
revised to adjust and correct the number of shares owned by Prasad Family Trust UAD 08/18/11, Subir Prasad, Trustee. OTA LLC,
Shira Telushkin, Benjamin Telushkin, Naomi Telushkin, Congregation Ramath Orah, Joseph Telushkin, and Prasad Family Trust UAD
08/18/11, Subir Prasad, Trustee shall henceforth be treated as a selling stockholder for purposes of the Prospectus. The
beneficial ownership information for the selling stockholder listed below is as of October 26, 2017.
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Beneficial Ownership
Before Offering
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Beneficial Ownership
After Offering
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Selling Stockholder
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Number of
Shares
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Percent
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Number
of Shares
Being Offered
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Number of
Shares
|
Percent
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OTA LLC
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37,500(4)
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*
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37,500
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0
|
-
|
|
|
|
|
|
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Shira Telushkin
|
800(2)
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*
|
800
|
0
|
-
|
|
|
|
|
|
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Benjamin Telushkin
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1,000(2)
|
*
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1,000
|
0
|
-
|
|
|
|
|
|
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Naomi Telushkin
|
500(2)
|
*
|
500
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0
|
-
|
|
|
|
|
|
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Congregation Ramath Orah
|
885(2)
|
*
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885
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0
|
-
|
|
|
|
|
|
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Joseph Telushkin
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500(2)
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*
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500
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0
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-
|
|
|
|
|
|
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Prasad Family Trust UAD 08/18/11, Subir Prasad, Trustee
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20,000(2)
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*
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20,000
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0
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-
|
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(2)
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Consists solely of currently outstanding shares of common
stock.
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(4)
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Consists solely of shares of common stock issuable upon exercise of a November 2013 Warrant.
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