Qatar Investment Authority SC 13G Autolus Therapeutics / Qatar Investment Authority ownership change

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ) ^*

AUTOLUS THERAPEUTICS PLC

(Name of Issuer)

American Depositary Shares, each representing one ordinary share, par value $0.000042 per share

(Title of Class of Securities)

05280R100**

(CUSIP Number)

December 9, 2022

(Date of Event Which Requires Filing this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

^*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

^**There is no CUSIP number assigned to the ordinary shares. CUSIP number 05280R100 has been assigned to the American Depositary Shares of the Issuer, which are quoted on the Nasdaq Global Select Market under the symbol “AUTL.” Each American Depositary Share represents the right to receive one ordinary share.

The information required in 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).

CUSIP No.

05280R100


1	NAMES OF REPORTING PERSONS Qatar Investment Authority

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) ☐
	(b) ☒

3	SEC USE ONLY

4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Qatar

		5	SOLE VOTING POWER
NUMBER OF			15,000,000
SHARES
BENEFICIALLY		6	SHARED VOTING POWER
OWNED BY			0
EACH
REPORTING		7	SOLE DISPOSITIVE POWER
PERSON			15,000,000
WITH:
		8	SHARED DISPOSITIVE POWER
			0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	15,000,000 (see Item 4 below)

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	9.03% (1)

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1)

Based on 166,132,356 ordinary shares outstanding as of December 8, 2022, as reported in the Issuer’s report on Form 424B5 filed with the Securities and Exchange Commission (“SEC”) on December 12, 2022.

Item 1(a).	Name of Issuer:

	Autolus Therapeutics plc (the “Issuer”)

Item 1(b).	Address of Issuer’s Principal Executive Offices:

	The MediaWorks 191 Wood Lane London W12 7FP United Kingdom

Item 2(a).	Name of Person Filing:

	Qatar Investment Authority (the “Reporting Person”)

Item 2(b).	Address of Principal Business Office or, if none, Residence:

	Ooredoo Tower (Building 14), Al Dafna Street (Street 801), Al Dafna (Zone 61), Doha, P.O. Box 23224, Qatar.

Item 2(c).	Citizenship:

	Qatar

Item 2(d).	Title of Class of Securities:

	American Depositary Shares, each representing one ordinary share, par value $0.000042 per share.

Item 2(e).	CUSIP Number:

	There is no CUSIP number assigned to the ordinary shares. CUSIP number 05280R100 has been assigned to the American Depositary Shares of the Issuer, which are quoted on the Nasdaq Global Select Market under the symbol “AUTL.”

Item 3.	If this statement is filed pursuant to §§ 240.13d—1(b) or 240.13d—2(b) or (c), check whether the person filing is a:

	Not applicable.

Item 4.	Ownership.

	Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)	Amount beneficially owned:

	15,000,000

(b)	Percent of class: 9.03%

(c)	Number of shares as to which the person has:

	(i)	Sole power to vote or to direct the vote

		15,000,000

	(ii)	Shared power to vote or to direct the vote

		0

		(iii)	Sole power to dispose or to direct the disposition of

			15,000,000

		(iv)	Shared power to dispose or to direct the disposition of

			0

Item 5.	Ownership of Five Percent or Less of a Class. Not Applicable.

Item 6.	Ownership of More than Five Percent on Behalf of Another Person.

	Not Applicable.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

	See Exhibit A.

Item 8.	Identification and Classification of Members of the Group.

	Not Applicable.

Item 9.	Notice of Dissolution of Group.

	Not Applicable.

Item 10.	Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

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.

Date: December 13, 2022

QATAR INVESTMENT AUTHORITY



By:	/s/ Andrew Watkins
	Name:	Andrew Watkins**
	Title:	Associate General Counsel, Compliance

** Evidence of authority to sign on behalf of Qatar Investment Authority is set forth in a Certificate of Incumbency dated February 2, 2022, and included as Exhibit B hereto.

INDEX TO EXHIBITS

Exhibit No.	Description

A	Item 7 Information
B	Certificate of Incumbency

Qatar Investment Authority SC 13GAutolus Therapeutics / Qatar Investment Authority ownership change