4//SEC Filing
Carroll Jill 4
Accession 0001209191-22-008157
CIK 0001786205other
Filed
Feb 8, 7:00 PM ET
Accepted
Feb 9, 5:51 PM ET
Size
24.1 KB
Accession
0001209191-22-008157
Insider Transaction Report
Form 4
Arcellx, Inc.ACLX
Carroll Jill
Director
Transactions
- Purchase
Common Stock
2022-02-08$15.00/sh+66,667$1,000,005→ 3,466,811 total(indirect: See footnote) - Conversion
Series B-1 Preferred Stock
2022-02-08−666,651→ 0 total(indirect: See footnote)→ Common Stock (666,651 underlying) - Conversion
Common Stock
2022-02-08+3,400,144→ 3,400,144 total(indirect: See footnote) - Conversion
Series A Preferred Stock
2022-02-08−1,550,309→ 0 total(indirect: See footnote)→ Common Stock (1,550,309 underlying) - Conversion
Series C Preferred Stock
2022-02-08−433,196→ 0 total(indirect: See footnote)→ Common Stock (433,196 underlying) - Conversion
Common Stock
2022-02-08+433,196→ 433,196 total(indirect: See footnote) - Purchase
Common Stock
2022-02-08$15.00/sh+1,600,000$24,000,000→ 2,033,196 total(indirect: See footnote) - Conversion
Series B-2 Preferred Stock
2022-02-08−533,389→ 0 total(indirect: See footnote)→ Common Stock (533,389 underlying) - Conversion
Series C Preferred Stock
2022-02-08−649,795→ 0 total(indirect: See footnote)→ Common Stock (649,795 underlying)
Footnotes (5)
- [F1]All shares of Series A Preferred Stock, par value $0.001 per share, Series B-1 Preferred Stock, par value $0.001 per share, Series B-2 Preferred Stock, par value $0.001 per share, and Series C Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock, and have no expiration date.
- [F2]Shares directly held by SR One Capital Fund I Aggregator, L.P. SR One Capital Partners I, LP serves as the general partner of SR One Capital Fund I Aggregator, LP and SR One Capital Management, LLC serves as the general partner of SR One Capital Partners I, LP. The Reporting Person, a member of the Issuer's board of directors, is a partner of SR One Capital Management, LP, an entity affiliated with SR One Capital Fund I Aggregator, L.P. and, therefore, may be deemed to have a pecuniary interest over these shares. The Reporting Person disclaims beneficial ownership of the shares held of record by SR One Capital Fund I Aggregator, L.P. except to the extent of her pecuniary interest therein.
- [F3]SR One Capital Fund I Aggregator, LP purchased 66,667 shares of Common Stock of the Issuer in connection with the Issuer's public offering.
- [F4]Shares directly held by by SR One Co-Invest II, LLC. SR One Co-Invest Manager II, LLC serves as the manager of SR Co-Invest II, LLC, and SR One Capital Management, LLC serves as the managing member of SR Co-Invest Manager II, LLC. The Reporting Person, a member of the Issuer's board of directors, is a partner of SR One Capital Management, LP, an entity affiliated with SR One Co-Invest II, LLC and, therefore, may be deemed to have a pecuniary interest over these shares. The Reporting person disclaims beneficial ownership of the shares held of record by SR One Co-Invest II, LLC except to the extent of her pecuniary interest therein.
- [F5]SR One Co-Invest II, LLC purchased 1,600,000 shares of Common Stock of the Issuer in connection with the Issuer's public offering.
Documents
Issuer
Arcellx, Inc.
CIK 0001786205
Entity typeother
Related Parties
1- filerCIK 0001598542
Filing Metadata
- Form type
- 4
- Filed
- Feb 8, 7:00 PM ET
- Accepted
- Feb 9, 5:51 PM ET
- Size
- 24.1 KB