EXPLANANTORY NOTE

This Amendment No. 1 to Form10-K (this “Amendment”) amends the Annual Report on Form10-K for the fiscal year ended June 30, 20172022 originally filed on September 13, 201727, 2022 (the “Original Filing”) by Applied Genetic Technologies Corporation (“AGTC”,AGTC,” the “Company”,“Company,” “we”, or “us”). We are filing this Amendment to present the information required by Part III of Form10-K as we will not file our definitive proxy statement within 120 days of the end of our fiscalthe year ended June 30, 2017.2022 (“fiscal year 2022”).

Except as described above, this Amendment does not amend, update or change any other items or disclosures in the Original Filing and, accordingly, should be read in conjunction with the Original Filing. As required by Rule12b-15 under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by our principal executive officer and our principal financial officer are filed as exhibits to this Amendment under Item 15 of Part IV hereof.

APPLIED GENETIC TECHNOLOGIES CORPORATION

ANNUAL REPORT ON FORM10-K

FOR FISCAL YEAR ENDED JUNE 30, 20172022

TABLE OF CONTENTS

PART III

The following biographical descriptions set forth certain information, as of October 21, 2022, with respect to our directors and our executive officers who are not directors.officers.

Executive Officers

Susan B. Washer has served as our presidentPresident and chief executive officerChief Executive Officer since March 2002 and as a member of our board of directors since November 2003. Prior to becoming our presidentPresident and chief executive officer,Chief Executive Officer, Ms. Washer served as our chief operating officerChief Operating Officer from October 2001 to March 2002. From August 1996 to October 2001, Ms. Washer was presidentPresident and chief executive officerChief Executive Officer of Scenic Productions Inc., a specialty construction firm providing sculpting, painting and construction services to the entertainment industry. From June 1994 to August 1996, Ms. Washer served as the Founding Executive Director and then Business Advisor for the North Florida Technology Innovation Center, a public-private organization financing and providing services to entrepreneurial companies licensing technology from Florida universities. From October 1983 to June 1994, Ms. Washer served in various research and pharmaceutical management positions with Abbott Laboratories and Eli Lilly and Company. Ms. Washer also served on the board of Histogenics Corporation from April 2018 to September 2019. In addition, Ms. Washer serves on several biotechnology industry related boards and committees, including as an appointed member of the Small Business Capital Formation Advisory Committee for the Securities and Exchange Commission, the Associate Vice President of the Emerging Companies Section Governing Board of the Biotechnology Innovation Organization (“BIO”), and a member of the Board of Directors of each of BIO and BioFlorida. Ms. Washer received a B.S. in biochemistry from Michigan State University and an M.B.A. from the University of Florida. We believe that Ms. Washer’s education and professional background in science and business management, her years of experience in the pharmaceutical and biotechnology industries, her service as a senior executive of entrepreneurial companies and her extensive knowledge of our company and its business qualify her to serve as a member of our board of directors.

William SullivanJonathan I. Lieberhas served as our chief financial officerChief Financial Officer since August 2017.September 2021. From December 2018 through September 2021, Mr. Lieber was managing director of Danforth Advisors, a biotech financing and accounting advisory firm. Mr. Lieber previously served as Chief Financial Officer of Histogenics Corporation, a biopharmaceutical company focused on the development of restorative cell therapies, from June 2015 through December 2018. Prior to joining AGTC,that, he was Senior Vice President and Chief Financial Officer of Metamark Genetics, Inc., a privately held, urology-focused, molecular diagnostics company, from January 2014 to June 2015. From September 2012 to September 2013, Mr. Sullivan worked at Merrimack Pharmaceuticals Inc. from November 2007 to April of 2017 where he held a number of positions of increasing responsibility including controller, vice president of finance, treasurer, chief financial officer and head of finance. Previously, Mr. SullivanLieber served as corporate controllerChief Financial Officer and Treasurer of Vette Corp.Repligen

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Corporation, a manufacturer and supplier of high-value consumables to the life sciences industry. From June 2009 to May 2012, Mr. Lieber served as Chief Financial Officer and Treasurer of Xcellerex, Inc., a thermal management solutionsprivately-held company from 2004engaged in the manufacture and sale of capital equipment and related consumables to 2007.the biopharmaceutical industry. Since June 2020, Mr. Sullivan began his career at Arthur Andersen LLP, where he obtained his certified public accountant license.Lieber has served on the board of directors of Salarius Pharmaceuticals, a cancer-focused biotechnology company. Mr. Sullivan holdsLieber received an M.B.A. and an M.S. in accountingfinance from Northeastern University’s Graduatethe Stern School of Professional AccountingBusiness of New York University and a B.A.B.S. in business administration and finance from Williams College.Boston University.

Stephen W. Potter has served as our vice president and chief business officerChief Business Officer since JanuaryFebruary 2015. Prior to joining us, Mr. Potter was employed most recently by NeoStem, Inc., a developer of cell-based therapeutics, where he served as Executive Vice President from July 2013 to JanuaryFebruary 2015, and was a member of the Board of Directors from January 2013 to July 2013. Previously, Mr. Potter was Senior Vice President of Operations and Corporate Development for Osiris Therapeutics, Inc., from February 2011 to November 2012, where he was managedpart of thebio-surgery senior leadership team that achieved approval of the first-ever stem cell drug therapy, Prochymal. He was also responsible for the launch and overall management of the Bio-Surgery business unit and also had as well as operational oversight for multiple functional areas, including manufacturing, human resources, IT, legal and business

development. From 2006 through 2010, Mr. Potter served as Senior Vice President of Corporate and Business Development at Genzyme Corporation and as Vice President of Corporate and Business Development. While at Genzyme, he was the senior leader for its global corporate and business development team that provided strategic and transaction support, including support for many of Genzyme’s gene and cell therapy opportunities. Mr. Potter has also held positions at DuPont Pharmaceuticals, E.I. Dupont de Nemours and Company, Inc., and Booz Allen & Hamilton. Mr. Potter earned a B.S. from the University of Massachusetts and an M.B.A.MBA from Harvard Business School.

Mark Shearman Mark Shearman has served as our chief scientific officer since June 1, 2015. From August 2009 until June 2015, Dr. Shearman served as Senior Vice-President of Research & Early Development of EMD Serono, Inc., the U.S. and Canadian subsidiary of Merck KGaA. Prior his time at EMD Serono, Dr. Shearman was Executive Director of Merck & Co. Research Laboratories, Boston, from January 2006 to July 2009 and Senior Director at the Merck Sharp & Dohme Research Laboratories Neuroscience Research Centre, U.K. from January 2004 to December 2005. Dr. Shearman earned a B.Sc. from the University of Bristol, a Ph.D. from the University of Nottingham and conducted academic research at institutes in Japan and Germany.

Andrew AsheHope D’Oyley-Gayhas served as our General Counsel since August 2017.December 2021. From 2003May 2019 to December 2021, Ms. D’Oyley-Gay served as General Counsel and Vice President of Administration at Spirovant Sciences, where she oversaw legal, compliance and business operations for the pre-clinical gene therapy company. From September 2018 to May 2019, she was counsel at Reed Smith LLP, a global law firm, where she supported business development transactions for pharmaceutical and emerging life sciences companies. From April 2016 Mr. Asheto May 2019, Ms. D’Oyley-Gay was Executive-in-Residence at Militia Hill Ventures, a venture firm that creates and builds life sciences companies. Prior to that, Ms. D’Oyley-Gay served in various leadershipa variety of positions at Dyax Corp.GlaxoSmithKline plc (now GSK plc), most recently servinga global biopharma company, from July 2001 to April 2015, including as Executive Vice President Administration, Corporate Secretary and Associate General Counsel. During his tenure at Dyax, Mr. Ashe managed various operational and administrative functions, includingCounsel from 2009 to 2015, where she provided legal support to business development human resources, ITtransactions globally, including but not limited to, licensing transactions, co-development collaborations, mergers and facilites. Previously, Mr. Ashe wasacquisitions, co-promotion agreements and divestments. Ms. D’Oyley-Gay received a member of the business law practices at Prince, Lobel & Tye LLP, and Nutter, McClennen & Fish LLP.    He has also served as a Trading Specialist and Senior Analyst of Corporate Listings for the New York and American Stock Exchanges. He holds a B.A. in FinanceB.S. from the Isenberg School of Management, University of MassachusettsDelaware and a J.D. from George Washington University.the University of Pennsylvania Law School.

MatthewFeinsod, M.D.Abraham Scaria, Ph.D.has served as our interim Chief MedicalScientific Officer since September 2017.December 2021. From October 2019 through November 2021, Dr. Feinsod, a board-certified ophthalmologist, joined AGTC in July 2014 and has played key roles in developing and implementing clinical and regulatory strategy, due diligence and licensing. Prior to joining AGTC, Dr. Feinsodco-founded and led Imagen Biotech, a venture-backed company dedicated to developing ophthalmology treatments for sight-threatening diseases, from 2011 to 2013. Prior to Imagen, Dr. Feinsod served in various roles includingScaria was Senior Vice President and Chief Scientific Officer of StrategyIveric Bio, a biopharmaceutical company focused on the discovery and Product Development at Eyetech Pharmaceuticalsdevelopment of treatments for retinal diseases with significant unmet medical needs. Prior to this, from 2003 to 2007, during which time he helped to develop and launch Macugen.April 2017 through August 2019, Dr. FeinsodScaria served as Vice President of Ophthalmology for Casebia Therapeutics, a medical officer in the ophthalmology divisionbiotech company. Dr. Scaria also served as head of the U.S. Foodgene therapy research at Sanofi Genzyme, a pharmaceutical industry company, from December 2015 through April 2017. Dr. Scaria received his B.S. and Drug Administration (FDA)M.S. from 2002 to 2003. He holds a B.S. from the Wharton School of Business at the University of PennsylvaniaBombay, and an M.D.his Ph.D. from the George WashingtonIndiana University School of Medicine.

DirectorsSusan Schneider, M.D. has served as our Chief Medical Officer since November 2021. Dr. Schneider has over fifteen years of experience as an executive and medical professional at biotechnology companies with early and late stage ophthalmic development programs in multiple disease indications. From September 2020 to October 2021, Dr. Schneider was Senior Vice President of Clinical Development, Ophthalmology at Ji Xing Pharmaceuticals, a biotechnology company. Prior to that, Dr. Schneider was Senior Vice President of Clinical Development, Ophthalmology at Eloxx Pharmaceuticals, a clinical-stage biopharmaceutical company developing novel RNA-modulating drug candidates, from March 2019 to March 2020 and she was Chief Medical

David R. Guyer,

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Officer at Oxurion NV (formerly ThromboGenics NV), a biopharmaceutical company developing treatments to preserve vision for patients with diseases affecting the back of the eye, from November 2017 to November 2018. Dr. Schneider worked at Allergan plc, a pharmaceutical company, from July 2014 through October 2017, first as Vice President, Therapeutic Area Head Glaucoma and Wet AMD until 2015 and then as Vice President and Therapeutic Area Head Glaucoma and Retina through October 2017. Dr. Schneider earned an M.D. from the Medical College of Pennsylvania and a B.A. from the University of Pennsylvania.

Directors

William Aliski, MPA has served as a member of our board of directors since June 2014. Dr. GuyerSeptember 2018. Mr. Aliski has served as Chairmana commercial consultant for early-stage orphan disease companies, including Ra Pharmaceuticals, Inc., from October 2016 to March 2017, and from March 2018 to present time, Magenta Pharma, from August 2019 to March 2020, X4 Pharmaceuticals, Inc., from January 2020 to March 2020, Clementia Pharmaceuticals, Inc., from December 2015 to January 2017, OxThera, from January 2015 through April 2015, Prosensa during 2014, Adimab LLC from November 2013 until December 2013, NPS Pharmaceuticals from April 2013 through December 2014, Fidelity Biosciences from August 2012 until December 2012 and Enobia Pharma from September 2011 until March 2012. Before that, Mr. Aliski served as Senior Vice President and Chief Commercial Officer of FoldRx Pharmaceuticals, a rare disease company, from June 2009 until March 2011, as Director of Simon Kucher Partners, a global consulting firm, from January 2008 until June 2009, and as General Manager of BioMarin Europe at BioMarin Pharmaceuticals Inc. from December 2005 until January 2008. Mr. Aliski also served on the board of directors of Ophthotech Corporation sinceUltragenyx Pharmaceutical Inc. from January 2007 and served as Chief Executive Officer of Ophthotech from April 20132011 until July 2017. Dr. Guyer, served as a Partner at SV Life Sciences, a venture capital firm, from December 2009 to April 2013, and as a Venture Partner at SV Life Sciences from May 2006 to December 2009. In April 2013, Dr. Guyer resumed his role as Venture Partner at SV Life Sciences Advisers, LLC. Dr. Guyerco-founded Eyetech Pharmaceuticals Inc. and served as Chief Executive Officer and as a member of its board of directors from 2000 to 2006. Prior toco-founding Eyetech Pharmaceuticals, Dr. Guyer was a Professor and served as Chairman of the Department of Ophthalmology at New York University School of Medicine. Dr. GuyerJune 2022. Mr. Aliski received a B.S. in Economics and a Master of Social Planning from YaleBoston College and an M.D.M.P.A. from Johns Hopkins Medical School. Dr. Guyer completed his ophthalmology residency at Wilmer Ophthalmological Institute, Johns Hopkins Hospital and a retinal fellowship at the Massachusetts Eye and Ear InfirmaryKennedy School of Government at Harvard Medical School.University. We believe that Dr. Guyer’sMr. Aliski’s extensive experience in developing and commercializing ophthalmologic therapiesthe life sciences industry, membership on various boards of directors, and his service as an executive officerleadership and director of other biotechnology companiesmanagement experience qualify him to serve as a member of our board of directors.

Yehia Hashad, M.D. has served as a member of our board of directors since August 2021. Since February 2022, Dr. Hashad has served as Executive Vice President R&D and Chief Medical of Bausch + Lomb, a health products company. Dr. Hashad worked at Allergan plc (acquired by Abbvie Inc. in 2019), a pharmaceutical company, from 2010 through January 2022, serving most recently as Senior Vice President & Global Head R&D Allergan Aesthetics since 2019 and Vice President & Global Head Clinical Development Ophthalmology, Dermatology and Medical Aesthetics since 2017. Prior to that, Dr. Hashad served in various medical director roles at Novartis AG, a publicly-traded pharmaceutical company, from 2005 to 2010. Dr. Hashad has served as a member of the executive board for the University of California Irvine research unit since 2017. He previously served as a member of the Board of the Glaucoma Research Foundation from 2013 to 2017 and a member of the Board of the National Alliance of Vision and Eye Research from 2014 to 2019. Dr. Hashad holds an M.B.Bch. in Medical and Surgical Sciences and an M.Sc. in Medical and Surgical Ophthalmology from the University of Cairo, Egypt. We believe that Dr. Hashad’s extensive educational background and extensive experience in the biopharmaceutical industry, including in management medical director roles, qualify him to serve as a member of our board of directors.

Ed Hurwitz has served as a member of our board of directors since November 2012. Mr. Hurwitz is a Managing Director of MPM Capital, a healthcare venture capital firm, and a Managing Director of Precision Bioventures, LLC, a consulting and investment advisory firm founded by Mr. Hurwitz. He was a director at Alta Partners from 2002 through December 2014, and served as a consultant to Alta Partners during 2013 and 2014. Mr. Hurwitz currently serves as Chairman of the board of directors of ViewPointAryalis Therapeutics, Protego BioPharm, Rekindle Therapeutics, and BioIntervene, Inc., as well as a privately-held,board member of Recode Therapeutics, all privately held, biotechnology company, andcompanies. Mr. Hurwitz also serves as a member of the board of directors of MacroGenics, Inc. and Dyne Therapeutics, each of which is a publicly traded biotechnology company. Prior to joining Alta, Mr. Hurwitz served as Senior Vice President and CFO of Affymetrix from 1997 to 2002. From 1994 to 1997, Mr. Hurwitz was a biotechnology research analyst for Robertson Stephens & Company, and from 1992 to 1994, was a biotechnology research analyst for Smith Barney Shearson. From 1990 to 1992, he practiced commercial law at Cooley Godward LLP. Mr. Hurwitz earned a J.D.

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and M.B.A. from the University of California, Berkeley’s Boalt School of Law and Haas School of Business, respectively. He also holds a B.A.

in Molecular Biology from Cornell University. We believe that Mr. Hurwitz’s education and professional background in science, business management and law, his work as a lawyer, research analyst and senior executive in the biotechnology industry and his experience as a director of other public and private biotechnology companies qualify him to serve as a member of our board of directors.

Scott Koenig, M.D., Ph.D. has served as a member of our board of directors since April 2002 and as chairman of our board of directors since April 2004. Dr. Koenig has served as the President and Chief Executive Officer and a director of MacroGenics, Inc., a publicly traded biopharmaceutical company, since September 2001 and was one of itsco-founders. Prior to joining MacroGenics, Dr. Koenig served as Senior Vice President of Research at MedImmune Inc., a biopharmaceutical company, where he participated in the selection and maturation of its product pipeline. From 1984 to 1990, he worked in the Laboratory of Immunoregulation at the National Institute of Allergy and Infectious Diseases at the National Institutes of Health, or NIH, where he investigated the immune response to retroviruses and studied the pathogenesis of AIDS. Dr. Koenig currently serves as a member ofon the board of directors of each of GlycoMimetics, Inc. (GLYC), The International Biomedical Research Alliance, and the Biotechnology IndustryInnovation Organization (BIO). Dr. Koenig received his A.B. and Ph.D. from Cornell University and his M.D. from the University of Texas Health Science Center in Houston. He completed his residency in Internal Medicine at the Hospital of the University of Pennsylvania, and is Boardboard certified in Internal Medicine and Allergy and Immunology. We believe that Dr. Koenig’s education and professional background in science and medicine, his experience as chief executive officerChief Executive Officer of MacroGenics and as a scientist and senior executive at other life science companies and research organizations and his service as a director of other biopharmaceutical companies, medical institutions and industry groups qualify him to serve as a member of our board of directors.

Ivana Magovcevic-LiebischJames A. Robinson has served as a member of our board of directors since June 2014. Dr. Magovcevic-LiebischNovember 2021. Mr. Robinson has served as Chief Executive Vice President, Chief StrategyOfficer of Urovant Sciences Ltd., a global biopharmaceutical company focused on developing novel therapies for urologic conditions, since March 2020 and Corporate Development Officer for Axcella Health Inc.as a member of its board of directors since May 2017.March 2019. From April 2013 through May 2017, Dr. Magovcevic-Liebisch served as Senior Vice President, Head2019 to March 2020, Mr. Robinson held the position of Global Business Development for Teva Pharmaceutical Industries Ltd., or Teva. Prior to joining Teva, Dr. Magovcevic-Liebisch held several senior positions within Dyax Corp., or Dyax, from April 2001 through March 2013, most recently serving as Executive Vice President and Chief Operating Officer.Officer at Paragon Biosciences, a life science innovator that creates, invests in and builds bioscience companies, where he oversaw Paragon’s operations. Mr. Robinson previously served as President and Chief Operating Officer of Alkermes, Inc., a global biopharmaceutical company developing innovative medicines in the fields of neuroscience and oncology, from March 2018 to April 2019. Prior to joining Dyax, Dr. Magovcevic-LiebischAlkermes, Inc., Mr. Robinson spent over twelve years at Astellas U.S. LLC, a pharmaceutical company, most recently as President, Americas Operations from March 2016 to March 2018. Prior to that, he was DirectorPresident of Intellectual Property and Patent Counsel for Transkaryotic Therapies, Inc.Astellas Pharma US from November 1999April 2013 until March 2001. Dr. Magovcevic-Liebisch2018. Prior to Astellas, Mr. Robinson spent thirteen years at Schering-Plough Pharmaceuticals, a pharmaceutical manufacturer, where his last role was Vice President, Hepatitis Sales and Managed Care. Mr. Robinson previously served on the board of directors for Neos Therapeutics and the Chicago Botanic Garden and is a founding member of MATTER. Previously, Mr. Robinson served on the board of directors of Pharmaceutical Research and Manufacturers of America, or PhRMA, and served as Chairman of PHRMA’s State Committee. Mr. Robinson received her J.D.a B.S. from Suffolk University Law School and her Ph.D. in genetics from HarvardDePaul University. We believe that Dr. Magovcevic-Liebisch’s extensiveMr. Robinson’s knowledge and experience in biopharmaceutical business developmentthe life sciences industry and operations qualify herhis extensive commercial experience qualifies him to serve as a member of our board of directors.

James Rosen has served as a member of our board of directors since March 2010; he is currently President &CEO of READDI, Inc, a 501(c)(3) corporation, prior to which he was CEO of Artizan Biosciences. Artizan Biosciences, a precision therapeutics company. READDI, Inc. is engagingengaged in early-stage immunobiology researchthe discovery and development of broad-spectrum antiviral therapeutics for the treatment of unmet medical needs.pandemic preparedness. From February 2015 through August 2016, Mr. Rosen served as Deputy Director, Venture Investing at the Bill & Melinda Gates Foundation. Prior to that, Mr. Rosen was a partner at Intersouth Partners, a venture capital firm, from January 2007 to December 2014. Prior to joining Intersouth, he spent 15 years in clinical, research and financial positions in the health carehealthcare and biotechnology sectors, including serving as an equity research analyst at Brean Murray & Co., from 2000 to 2003, covering biopharmaceuticals, genomics, generics, drug delivery and medical device companies. Mr. Rosen holds a B.A. from Duke University,

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an M.B.A. from the University of North Carolina-Chapel Hill’s Kenan-Flagler School of Business and an M.S.P.H. from the University of North Carolina School of Public Health. We believe that Mr. Rosen’s education and professional background in science, business management and finance and his operational experience as a scientist and executive in the healthcare and biotechnology industries and as a venture capitalist concentrating on those industries, qualify him to serve as a member of our board of directors.

Anne VanLenthas served as a member of our board of directors and chair of the audit committee since August 2016. Ms. VanLent is President of AMV Advisors, providing corporate strategy and financial consulting services to emerging growth life sciences companies. Ms. VanLent had been Executive Vice President and Chief Financial Officer of Barrier Therapeutics, Inc., a publicly traded pharmaceutical company, that developed and marketed prescription dermatology products, from May 2002 through April 2008. From July 1997 to October 2001, she was the Executive Vice President—Portfolio ManagementMs. VanLent also worked for Sarnoff Corporation, a multidisciplinary research and development firm. From 1985 to 1993, she servedeight years as Senior Vice President and Chief Financial Officer of The Liposome Company, Inc., a publicly-tradedpublicly traded biopharmaceutical company. Ms. VanLent currently serves as a director, chair of the Audit Committee, and member of the Nominating and Governance Committee of Trevi Pharmaceuticals, Inc. She has also served as a director and chair of the Audit Committee of ObsEva SA since May 2021. Until June 2020, she also served as a director, chair of the Audit Committee and member of the Compensation Committee of Vaxart, Inc. as a result of its merger in February 2018 with Aviragen Therapeutics, Inc., where she served as lead director, chair of the Audit Committee and member of the Nominating and Governance Committee of Aviragen Therapeutics, Inc.; andCommittee. From April 2011 to December 2017, she served as a director, chair of the Audit Committee, and chair of the Nominating and Governance Committee of Ocera Therapeutics, Inc. (formerly Tranzyme Pharma, Inc.), each a NASDAQ-listed pharmaceuticals company. From April 2013 through June 2017 she served as a director, member of the Audit Committee, (serving as Chair from April 2013 through 2016, and member of the Compliance Committee of Novelion Pharmaceuticals, Inc. (previously Aegerion Pharmaceuticals, Inc.). From July 2013 to May 2016,

Ms. VanLent served as a director, chair of the Audit Committee, and member of the Compensation Committee of Onconova Therapeutics, Inc., a NASDAQ-listed pharmaceuticals company; and was From 1997 to May 2013, she served as a director of Integra Life Sciences Holdings, Inc., a NASDAQ-listed medical device company, where she served as chair of the Audit Committee and chaired its audit committee from 2006 tountil 2012. Ms. VanLent received a B.A. degree in Physics from Mount Holyoke College. Our Board of Directors believesWe believe that Ms. VanLent’s qualifications to sit on our Boardboard of Directorsdirectors include her extensive leadership and finance experience, and her extensive experience serving as a board member, audit committee member and audit committee chair of public companies in the life sciences industry.

CORPORATE GOVERNANCE

Code of Business Conduct and Ethics; Corporate Governance Guidelines

We have adopted a written code of business conduct and ethics that applies to our directors, executive officers and employees, as well as corporate governance guidelines. Copies of the code of business conduct and ethics and our corporate governance guidelines are posted on the Corporate Governance section of our website, which is located at www.agtc.comhttps://ir.agtc.com/corporate-governance. If we make any substantive amendments to, or grant any waivers from, the code of business conduct and ethics for any officer or director, we will disclose the nature of such amendment or waiver on our website.website or on a Form 8-K.

Delinquent Section 16(a) Beneficial Ownership Reporting ComplianceReports

Section 16(a) of the Securities Exchange Act of 1934 requires our directors and executive officers, and persons who beneficially own more than ten percent of a registered class of our equity securities, to file reports of ownership of, and transactions in, our securities with the Securities and Exchange Commission.Commission (the “SEC”). These directors, executive officers andten-percent stockholders are also required to furnish us with copies of all Section 16(a) forms they file.

Based solely on a review of the copies of such forms received by us, and on written representations from certain reporting persons, we believe that, during fiscal year 20172022, our directors, executive officers andten-percent stockholders complied with all applicable Section 16(a) filing requirements, except that Mr. PotterDr. Schneider filed a late Form 4 with respect to open market purchasesher initial grant of our common stockoptions on September 16, 2016 and September 20, 2016November 8, 2021.

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Audit Committee

The Company has a standing audit committee consisting of Ms. VanLent, its chairperson, Mr. HurwitzAliski and Dr. Magovcevic-Liebisch.Mr. Robinson. Among other things, the audit committee assists our board of directors in its oversight of: the integrity of our financial statements; our compliance with legal and regulatory requirements; the qualifications and independence of our independent registered public accounting firm; and the performance of our independent registered public accounting firm. Our board of directors has determined that each member of the audit committee satisfies the NASDAQNasdaq Stock Market independence standards and the independence standards of Rule10A-3(b)(1) of the Securities Exchange Act. Each of the members of our audit committee meets the requirements for financial literacy under applicable rules and regulations of the SEC, and the NASDAQNasdaq Stock Market. The board of directors has also determined that Ms. VanLent qualifies as an “audit committee financial expert,” as defined by applicable rules of the NASDAQNasdaq Stock Market and the SEC.

Executive Summary

The compensation of our executive officers is determined by the compensation committee of our Boardboard of Directors,directors and discussed by the compensation committee throughout the year. Our formal annual compensation review process generally takes place during the first quarter of each fiscal year, after the results of the previous fiscal year are known. Annual variable compensation and discretionary cash bonuses for the completed fiscal year, if any, and long-term equity-based incentive compensation, if any, are awarded by the compensation committee on a discretionary basis, generally during the first fiscal quarter, after a review of the previous fiscal year’s results.

Our compensation committee is comprised entirely ofnon-employee Directors, directors, each of whom our Boardboard of Directorsdirectors has determined is independent within the meaning of the rules of The NASDAQthe Nasdaq Stock Market. The members of the

compensation committee have substantial managerial experience and wide contacts in the biotechnology and biopharmaceutical industries and in the broader healthcare industry, upon which they rely in making their determinations. The compensation committee also takes into accountconsiders publicly available information concerning the compensation practices of other companies in the biotechnology industry. This information is used by the compensation committee informally and primarily for purposes of comparison to ascertain whether our compensation practices for our executive officers are broadly competitive.

Our Chief Executive Officer makes recommendations with regard to the compensation of our executive officers other than herself, which are reviewed by the compensation committee. Executive officers do not participate in the process of establishing their own annual compensation.

The compensation committee does not have a formal benchmarking policy or a practice of establishing the amount of any element of our executive officers’ compensation by reference to a fixed range of percentages or percentiles of the compensation of any peer or comparison group. As a result, the determinations made by the members of our compensation committee are guided to a significant degree by their collective judgment and experience. During fiscal year 2017,2022, the compensation committee retained a compensation consultant, Aon Consulting’s Radford Surveys + Consulting, or Radford, to assist the compensation committee in assessing the form and amount of compensation paid to our executives.

Our compensation committee has reviewed our compensation programs and believes that our compensation programs have not encouraged or rewarded excessive or inappropriate risk taking.

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Summary Compensation Table for Fiscal Year 20172022

The following table sets forth information regarding compensation earned by our President and Chief Executive Officer our Chief Financial Officer and our threetwo next most highly paid executive officers who served during fiscal year 2017.2022. We refer to these individuals as our named executive officers.

Narrative Disclosure to Summary Compensation Table

We review compensation annually for all of our employees, including our executives. In setting executive base salaries and bonuses and granting equity incentive awards, we consider compensation for comparable positions in the market, the historical compensation levels of our executives, individual performance as compared to our expectations and objectives, our desire to motivate our employees to achieve short- and long-term results that are in the best interests of our stockholders, and a long-term commitment to our company. We do not target a specific competitive position or a specific mix of compensation among base salary, bonus or long-term incentives.

Our compensation committee reviews and discusses management’s proposed compensation with the chief executive officerChief Executive Officer for all executives other than our chief executive officer.Chief Executive Officer. Based on those discussions and its discretion, the compensation committee then determines the compensation and benefits of our executive officers.

We have an at-will employment agreement with each of Ms. Washer, our President and Chief Executive Officer, Mr. Lieber, our Chief Financial Officer, and Dr. Schneider, our Chief Medical Officer. For fiscal year 2022, the annual base salaries of Ms. Washer, Mr. Lieber and Dr. Schneider were $550,758, $416,000 and $455,000, respectively. Mr. Lieber and Dr. Schneider started their employment with us in September 2021 and November 2021 and, as such, they were paid the portion of their base salaries reflective of the amount of time they were employed during fiscal year 2022, or $326,182 and $294,716, respectively. In connection with their commencement of employment, Mr. Lieber and Dr. Schneider also each received a sign-on bonus of $100,000. In addition, Ms. Washer, Mr. Lieber and Dr. Schneider received bonuses for fiscal year 2022 of $185,055, $98,675 and $76,683, respectively, based on the achievement of certain corporate and individual performance

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goals as determined by the compensation committee. For the fiscal year ending June 30, 2023, the annual base salaries of Ms. Washer, Mr. Lieber and Dr. Schneider were determined to be $575,000, $432,640 and $464,100, respectively.

In fiscal year 2017,2022, our compensation committee engagedretained Radford to assist us with the identification of an appropriate peer group of companies for purposes of benchmarking the competitiveness of our executive compensation. Our compensation committee will evaluate the need for revisions to our executive compensation program to ensure that our program is competitive with the companies with which we compete for executive talent and that it is appropriate for a public company.

Retirement Savings

All of our full-time employees in the United States, including our named executive officers, are eligible to participate in our 401(k) plan. Pursuant to our 401(k) plan, employees may elect to reduce their current compensation by up to the statutorily prescribed annual limit (which is $20,500 in calendar year 2022 and was $19,500 in calendar year 2021), with additional salary deferrals not to exceed $6,500 in each of calendar years 2022 and 2021 available to those employees 50 years of age or older, and to have the amount of this reduction contributed to our 401(k) plan. The 401(k) plan permits us to make contributions up to the limits allowed by law on behalf of all eligible employees. Since July 1, 2017, we have been making matching contributions of 100% of the first 4% contributed by employees to our 401(k) plan.

Outstanding Equity Awards at Year End

The following table sets forth information regarding outstanding stock options held by our named executive officers as of June 30, 2017.2022.

(1)	This option becomes exercisable in equal monthly installments over four years from the date of grant.

(2)	Mr. Bullock retired in August 2017.

(3)	This option became exercisable for 25% of the underlying shares on February 3, 2015, and thereafter becomes exercisable in equal monthly installments over 36 months, resulting in the option being exercisable for 100% of the underlying shares on February 3, 2018.

(4)

This option becomes exercisable for 25% of the underlying shares on the first anniversary of the grant date, and thereafter becomes exercisable for the remaining underlying shares in equal monthly installments over three years, resulting in the option being exercisable for 100% of the underlying shares on the fourth anniversary of the grant date.

(5)	This option becomes exercisable for 6/48 of the underlying shares on January 21, 2016, and thereafter becomes exercisable for the remaining underlying shares in equal monthly installments over four years from the date of grant.

(6)	This option becomes exercisable for 11/48 of the underlying shares on June 21, 2016, and thereafter becomes exercisable for the remaining underlying shares in equal monthly installments over four years from the date of grant.

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Employment Agreements, Severance and Change in Control Arrangements

AgreementsAgreement with Ms. Washer and Dr. Chulay

On September 26, 2014, we entered into an employment agreement with Ms. Washer. Under the terms of herMs. Washer’s employment agreement, if we terminate Ms. Washer’s employment without “cause” or if she terminates her employment with us for “good reason” prior to a change of control or during the12-month period following a “change of control,” in each case as those terms are defined in her employment agreement, she will be entitled to receive severance benefits, payable in a single lump sum, as follows:

On September 26, 2014, we also entered into an employment agreementAgreement with Dr. Chulay. UnderMr. Lieber

Pursuant to the terms of hisMr. Lieber’s employment agreement, if we terminate Dr. Chulay’shis employment without “cause” or if Dr. Chulayhe terminates his employment for with us for “good reason” prior to a change of control or during the12-month period following a “change ofin control,” in each case as those terms are defined in his employment agreement, he will be entitled to receive severance benefits, payable in a single lump sum, as follows:

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AgreementsAgreement with Dr. Shearman and Mr. PotterSchneider

We entered into offer letters with each of Dr. Shearman and Mr. Potter in connection with their employment by us. Pursuant to the terms of the offer letters, under certain circumstances,Dr. Schneider’s employment agreement, if we may be required to make severance payments to Dr. Shearman and Mr. Potter following a termination of their respectiveterminate her employment by us. If, at any time following the date that is six months following the start of his respectivewithout “cause” or if she terminates her employment with us either of Dr. Shearman’s or Mr. Potter’s employment by us is terminated (i) by us without cause or (ii) by either of Dr. Shearman or Mr. Potter, as applicable, following a sale of all or substantially all of our stock or assets, whether by merger, acquisition or otherwise, in which he is not offered a position with the successor entity with substantially equivalent responsibilities and with total compensation, benefits and severance rights at least equivalent to those he received from us immediatelyfor “good reason” prior to such event, which we refer to as a change of control termination,or during the affected individual12-month period following a “change in control,” in each case as those terms are defined in her employment agreement, she will receive:be entitled to receive severance benefits, payable in a single lump sum, as follows:

Agreement with Mr. Bullock

We also entered into an offer letter with Mr. Bullock in connection with his employment as our Chief Financial Officer. However, Mr. Bullock retired as our Chief Financial Officer effective as of August 7, 2017 pursuant to the terms of a separation agreement. The terms of the separation agreement are described in more detail in a current report on Form8-K filed with the Commission on August 2, 2017. Though no longer applicable, prior to his retirement, pursuant to the terms of his offer letter, under certain circumstances we would have been required to make severance payments to Mr. Bullock following aher termination of his employment by us. If, at any time following the date that was six months following the start of his employment with us, Mr. Bullock was terminated (i) by us without cause or (ii) by him following a sale of all or substantially all of our stock or assets, whether by merger, acquisition or otherwise, in which he was not offered a position with the successor entity with substantially equivalent responsibilities and with total compensation, benefits and severance rights at least equivalent to those he received from us immediately prior to such event, which we refer to as a change of control termination, he would have been entitled to receive:for good reason.

Additionally, in the event there was a change of control of AGTC and Mr. Bullock was not offered the position of chief financial officer of the acquiring company, then all of his then-outstanding options would have vested in fullwhich is contingent upon the changeattainment of controlany Company or market performance conditions, will be deemed fully vested and remained exercisable until the earlier of the second anniversary of the change of control and their scheduled expiration.exercisable.

The following table provides information regarding the estimated amounts payable to our named executive officers upon the occurrence of the triggering events described, in each case assuming that the trigger event occurred on June 30, 2017 (including for Mr. Bullock, notwithstanding his retirement on August 7, 2017 as described above), the last day of our most recently completed fiscal year, assuming that their employment agreements had been in effect as of that date. The amounts shown as payable upon the triggering events described do not include amounts earned by the individual and accrued before the occurrence of the triggering event but payable after the triggering event, such as accrued and unpaid salary or the value of accrued but unusedpaid-time-off.

Payments Due Upon Termination of Employment

The following table sets forth information regarding compensation awarded to, earned by or paid to ournon-employee directors who served during fiscal year 2017.2022. We do not pay any compensation to our presidentPresident and chief executive officerChief Executive Officer in connection with her service on our board of directors. See “Executive Compensation” for a discussion of the compensation of Ms. Washer.

The table below shows the aggregate number of option awards held as of June 30, 20172022 by each of our currentnon-employee directors who was serving as of that date.

Compensation Committee Interlocks and Insider Participation

The members of our compensation committee for fiscal year 20172022 were Mr. Rosen, Dr. Hashad, Dr. Koenig and Dr. Magovcevic-Liebisch. Dr. Koenig stepped down from the compensation committee on November 30, 2021. Dr. Magovcevic-Liebisch left the compensation committee upon her departure from our board of directors on March 9, 2022. Mr. Rosen was appointed chair of the compensation committee, Dr. Hashad joined the compensation committee and Mr. Rosen.Dr. Koenig rejoined the compensation committee on April 11, 2022. None of our executive officers serves, or in the past has served, as a member of the board of directors or compensation committee, or other committee serving an equivalent function, of any entity that has one or more executive officers who serve as members of our board of directors or our compensation committee. None of the members of our compensation committee is an officer or employee of our company, nor has any of them ever been an officer or employee of our company.

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The following table below sets forth certain information with respect to beneficial ownership of our common stock as of October 15, 2017,21, 2022 by:

Beneficial ownership is determined in accordance with the rules of the SEC. In computing the number of shares beneficially owned by a person and the percentage ownership of that person, shares of common stock subject to options or warrants held by that person that are currently exercisable or exercisable within 60 days of October 15, 201721, 2022 are deemed outstanding, but are not deemed outstanding for computing the percentage ownership of any other person. To our knowledge, except as set forth in the footnotes to this table and subject to applicable community property laws, each person named in the table has sole voting and investment power with respect to the shares set forth opposite such person’s name. Except as otherwise indicated, theThe address of each of the persons in this table is c/o Applied Genetic Technologies Corporation, 14193 NW 119^th Terrace, Suite 10, Alachua, Florida 32615.

Each stockholder’s percentage ownership is determined in accordance with Rule13d-3 under the Securities Exchange Act and is based on 18,093,23567,632,195 shares of our common stock outstanding as of October 15, 2017.21, 2021. The number of outstanding shares beneficially owned by each stockholder below was obtained from the most recent publicly filed information, as applicable. Amounts under the heading “Right to Acquire” represent shares that may be acquired upon exercise of outstanding stock options or warrants exercisable within 60 days of October 15, 2017.21, 2021.

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Indemnification of Officers and Directors

Our certificate of incorporation provides that we will indemnify our directors and officers to the fullest extent permitted by Delaware law. In addition, we have entered into indemnification agreements with each of our directors that are broader in scope than the specific indemnification provisions contained in the Delaware General Corporation Law.

Policies and Procedures for Related-PersonRelated Person Transactions

We have adopted a written related-person transactions policy that sets forth our policies and procedures regarding the identification, review, consideration, approval and oversight of “related-person transactions.” For purposes of our policy only, a “related-person transaction” is a past, present or future transaction, arrangement or relationship (or any series of similar transactions, arrangements or relationships) in which we and any “related person” are participants involving an amount that exceeds $120,000.

Transactions involving compensation for services provided to us by an employee, consultant or director are not considered related-person transactions under this policy. A “related person,” as determined since the beginning of our last fiscal year, is any executive officer, director or a holder of more than five percent of our common stock, including any of their immediate family members and any entity owned or controlled by such persons.

The policy imposes an affirmative duty upon each director and executive officer to identify any transaction involving them, their affiliates or immediate family members that may be considered a related party transaction before such person engages in the transaction. Under the policy, where a transaction has been identified as a related-person transaction, management must present information regarding the proposed related-person transaction to our audit committee (or, where review by our audit committee would be inappropriate, to another independent body of our board of directors) for review. The presentation must include a description of, among other things, the material facts, the direct and indirect interests of the related persons, the benefits of the transaction to us and whether any alternative transactions are available.

Our audit committee is responsible for reviewing and approving in advance any related-person transactions. In determining whether to approve a related-person transaction, the audit committee will take into account, among other factors it deems appropriate, whether the related-person transaction is on terms no less favorable than terms generally available to an unaffiliated third-person under the same or similar circumstances and the extent of the related person’s interest in the transaction.

Agreements with Our Stockholders

Biogen Collaboration and License Agreement

On July 1, 2015, we entered into a Collaboration and License Agreement, which we refer to as the collaboration agreement, with Biogen MA Inc., a wholly owned subsidiary of Biogen Inc. (“Biogen”), pursuant to which we and Biogen agreed to collaborate to develop, seek regulatory approval for and commercialize gene therapy products to treatX-linked juvenile retinoschisis (“XLRS”),X-linked retinitis pigmentosa (“XLRP”) and discovery programs targeting three indications based on our adeno-associated virus vector technologies. The collaboration agreement became effective in August 2015.

Under the collaboration agreement, we will be eligible to receive upfront payments, option exercise fees and milestone payments aggregating over $1 billion, including an upfront license fee of $94.0 million which we received on August 19, 2015 and a portion of which was allocated to fund our costs incurred in connection with budgeted research and development activities for the XLRS and XLRP programs as well as the discovery programs. During fiscal year 2017, we also earned and received a $5.0 million milestone payment from Biogen for the XLRS program and we recorded other revenue of $1,052,000, primarily comprised of reimbursable costs for post-funding development activities that we conducted pursuant to the terms of this collaboration agreement with Biogen. In the event that Biogen exercises its option to obtain an exclusive commercial license for one or more discovery products that are designated as clinical candidates, we are eligible to receive an option exercise fee for each drug candidate. In addition, we are eligible to receive development milestone payments upon the achievement of specified regulatory, clinical development and commercialization milestones of up to $472.5 million collectively for the two lead programs and, together with option exercise fees, up to $592.5 million across the discovery programs. Biogen also has the right to substitute up to two discovery programs, with a limited ability to reinstate such substituted programs within six months. In the event Biogen elects to reinstate such substituted programs, we are eligible to receive additional option exercise fees and potential development, regulatory and sales milestone payments.

Budgeted development expenses for the programs are funded by Biogen through an allocation of the upfront license fee described below, subject to cost sharing for budget overruns and additional clinical trials that may be required prior to a pivotal trial for each of the XLRS and XLRP programs. During our development of the XLRS and XLRP products, Biogen retains the right to step in and take over the remaining development activities under specified circumstances. When Biogen

assumes development responsibility, budgeted development expenses are paid by Biogen, subject to cost sharing for additional development activities. For each of the XLRS and XLRP programs, we have an option to share in development costs and resulting profits as well as an option toco-promote the second product approved in the United States. The collaboration agreement also provides for discovery programs targeting three indications whereby we will conduct discovery, research and development activities for those additional drug candidates through the stage of clinical candidate designation, after which, Biogen may exercise an option to continue to develop, seek regulatory approval for and commercialize the designated clinical candidate.

Under the collaboration agreement, we granted Biogen an exclusive, royalty-bearing license, with the right to grant sublicenses, to use adeno-associated virus vector technology and other technology controlled by us for the purpose of researching, developing, manufacturing and commercializing licensed products developed under the agreement. We also granted Biogen anon-exclusive, worldwide, royalty-free, fully paid license, with the right to grant sublicenses, of our interest in other intellectual property developed pursuant to the collaboration agreement. Biogen agreed to pay royalties for each licensed product at tiered rates ranging from high single digit tomid-teen percentages of annual net sales of the XLRS or XLRP products and rates ranging frommid-single digit tolow-teen percentages of annual net sales for the discovery products.

Director Independence

Our Boardboard of Directorsdirectors has determined that, with the exception of Ms. Washer who is our employee, all of the members of our Boardboard of Directorsdirectors are “independent directors” under the applicable rules of the Nasdaq Stock Market. Our Boardboard of Directorsdirectors has also determined that each member of our Audit Committee, Compensation Committeeaudit committee, compensation committee and Nominatingnominating and Corporate Governance Committeecorporate governance committee is an “independent director” under the rules of the Nasdaq Stock Market applicable to such committees.

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Our Audit Committee engaged RSM USIndependent Registered Public Accounting Firm

Ernst & Young LLP to servewas selected by our audit committee as ourthe independent registered public accounting firm to audit our financial statements for the fiscal year ended June 30, 2017.2022. The selection of RSM USErnst & Young LLP was approved by our stockholders at the 20162022 annual meeting of stockholders. Our

Audit Committee has also engaged RSM USand Other Fees

The table below summarizes the fees for professional services rendered by Ernst & Young LLP, to serve as our independent registered public accounting firm, for the fiscal year ending June 30, 2018.

Audit and Other Fees

The following table shows fees for professional audit services, audit-related fees, tax fees and other services rendered by RSM US LLP, including its affiliates, for the audit of our annual financial statements for the fiscal years ended June 30, 20162022 and 2017:2021.

Audit fees. Audit fees consist of fees and related expenses billed for professional services rendered for the audit of the financial statements and services that are normally provided by RSM US LLPour independent registered public accounting firm in connection with statutory and regulatory filings or engagements and include fees for professional services rendered in connection with quarterly and annual reports. The audit fees for fiscal years 20172022 and 20162021 also include fees and related expenses associated with the issuance of consents by RSM US LLPour independent registered public accounting firm to be named in our registration statements and to the use of their audit reportreports in the registration statements.

Audit-related fees. Audit-related fees represent fees for assurance and related services performed by RSM US LLPour independent registered public accounting firm that are reasonably related to the performance of the audit or review of our financial statements, including consultation on accounting standards or accounting for specific transactions.

Tax fees. Tax fees represent fees for professional services performed by RSM US LLPour independent registered public accounting firm with respect to tax compliance, tax advice and tax planning and related expenses. The company engagesWe engage a separate professional services firm for these services, including assistance with the preparation of federal, state and foreign income tax returns.

All other fees. All other fees represent fees for products and services provided by RSM US LLP,our independent registered public accounting firm, other than those discloseddescribed above.

Pre-Approval Policies and Procedures

Our audit committee’spre-approval policies or procedures do not allow our management to engage RSM US LLPour independent registered public accounting firm to provide any specified services without specific audit committeepre-approval of the engagement for those services. All of the services provided by RSM US LLPour independent registered public accounting firm during fiscal year 20172022 werepre-approved.

PART IV

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PART IV

(a) Documents filed as a part of this Report:

(1) Financial Statements —See — See Index to Financial Statements and Financial Statement Schedule at Item 8 on page 8097 of the Original Filing.

(2) Financial Statement Schedules —See Index to Financial Statements and Financial Statement Schedule at Item 8 on page 80 of the Original Filing. All other schedules — Schedules are omitted because they are not applicable or not required.

(3) Index to Exhibits.

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(3) Index to Exhibits.

(3) Index to Exhibits.

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(3) Index to Exhibits.

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SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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