Item 3.02 Unregistered Sales of Equity Securities.

On January 6, 2023, 2seventy bio, Inc. (the "Company") entered into a Share Purchase Agreement with Regeneron Pharmaceuticals, Inc. ("Regeneron") pursuant to which the Company sold 1,114,827 shares of its common stock, par value $0.0001 per share, to Regeneron for an aggregate cash price of approximately $20 million, or $17.94 per share. The offer, sale, and issuance of shares is exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as a transaction by an issuer not involving a public offering.

Item 8.01 Other Events.

On January 6, 2023, the Company announced an amendment to its collaboration with Regeneron that will facilitate an expanded and accelerated development plan for novel cell therapy-based combinations for solid tumors. The collaboration will leverage the Company's platform for T cell therapy research and development with Regeneron's antibodies and bispecifics. A copy of the press release is being filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits



(d) Exhibits

    Exhibit
      No.                                              Description
      99.1               Press release issued by 2seventy bio, Inc. on January 6, 2023.
      104              Cover Page Interactive Data File (embedded within the Inline XBRL document
                       and incorporated as Exhibit 101)


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