4//SEC Filing
Graf James A 4
Accession 0001213900-24-111880
CIK 0001845459other
Filed
Dec 22, 7:00 PM ET
Accepted
Dec 23, 4:01 PM ET
Size
23.7 KB
Accession
0001213900-24-111880
Insider Transaction Report
Form 4
Graf Acquisition Partners IV LLC
Chief Executive Officer10% Owner
Transactions
- Disposition to Issuer
Working Capital Warrants
2024-12-18−266,667→ 189,806 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (266,667 underlying) - Other
Common Stock
2024-12-02−97,232→ 2,339,512 total - Other
Common Stock
2024-12-16−83,214→ 2,256,298 total - Other
Common Stock
2024-12-18−110,157→ 2,146,141 total - Disposition to Issuer
Private Placement Warrants
2024-12-02−713,357→ 4,008,176 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (713,357 underlying) - Disposition to Issuer
Private Placement Warrants
2024-12-16−1,212,707→ 2,795,469 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (1,212,707 underlying) - Disposition to Issuer
Working Capital Warrants
2024-12-16−66,667→ 456,473 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (66,667 underlying) - Disposition to Issuer
Private Placement Warrants
2024-12-18−891,696→ 1,903,773 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (891,696 underlying)
Graf James A
Chief Executive Officer10% Owner
Transactions
- Other
Common Stock
2024-12-16−83,214→ 2,256,298 total - Disposition to Issuer
Private Placement Warrants
2024-12-16−1,212,707→ 2,795,469 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (1,212,707 underlying) - Disposition to Issuer
Private Placement Warrants
2024-12-18−891,696→ 1,903,773 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (891,696 underlying) - Other
Common Stock
2024-12-18−110,157→ 2,146,141 total - Other
Common Stock
2024-12-02−97,232→ 2,339,512 total - Disposition to Issuer
Private Placement Warrants
2024-12-02−713,357→ 4,008,176 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (713,357 underlying) - Disposition to Issuer
Working Capital Warrants
2024-12-18−266,667→ 189,806 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (266,667 underlying) - Disposition to Issuer
Working Capital Warrants
2024-12-16−66,667→ 456,473 totalExercise: $11.50From: 2023-10-29Exp: 2028-09-29→ Common Stock (66,667 underlying)
Footnotes (6)
- [F1]On December 2, 2024, Graf Acquisition Partners IV LLC (the "Sponsor") distributed 97,232 shares of common stock of the NKGen Biotech, Inc. (f/k/a Graf Acquisition Corp. IV, the "Issuer") to SPAC21, LLC, Claybaker LLC, and Venus Investments I LLC, each a member of the Sponsor and initially entitled to the distribution of 15% of the original shares of common stock held by the Sponsor, which were issued upon the conversion of the shares of Class B common stock of Graf Acquisition Corp. IV (the "Founder Shares"), upon September 29, 2024, the one-year anniversary of the closing of the business combination between Graf Acquisition Corp. IV and the Issuer, and the additional parties thereto (the "Closing").
- [F2]On December 16, 2024, the Sponsor distributed 83,214 shares of common stock of the Issuer to ARI Founders Fund, L.P. and OC Opportunities Fund III, L.P, each a member of the Sponsor and initially entitled to the distribution of 15% of the Founder Shares, upon September 29, 2024, the one-year anniversary of the Closing.
- [F3]The Sponsor is the record holder of the securities reported herein. James A. Graf is the managing member of the Sponsor. Mr. Graf has voting and investment discretion with respect to the securities held of record by the Sponsor.
- [F4]On December 17, 2024, the Sponsor distributed 110,157 shares of common stock of the Issuer to Magnetar Constellation Master Fund, Ltd., Magnetar Constellation Fund II, Ltd., Magnetar Structured Credit Fund, LP, Magnetar Xing He Master Fund Ltd., Magnetar SC Fund Ltd., Purpose Alternative Credit Fund Ltd., Purpose Alternative Credit Fund - T LLC, Magnetar Lake Credit Fund LLC, Magnetar Capital Master Fund, Ltd., Magnetar Discovery Master Fund Ltd., W.I. Cook Foundation Inc., Isalea Investments LP, Edwin J. Rigaud, and Jeff Sagansky, each a member of the Sponsor and initially entitled to the distribution of 15% of the Founder Shares, upon September 29, 2024, the one-year anniversary of the Closing.
- [F5]The Private Placement Warrants were distributed by the Sponsor to its members in accordance with its limited liability company agreement, as amended. The Private Placement Warrants were initially purchased at a price of $1.50 per Private Placement Warrant in accordance with the private placement warrant agreement between the Sponsor and the Issuer.
- [F6]The Working Capital Warrants were distributed by the Sponsor to its members in accordance with its limited liability company agreement, as amended. The Working Capital Warrants were issued in connection with the conversion of working capital loans, entered into between the Sponsor and the Issuer, at a price of $1.50 per Working Capital Warrant.
Documents
Issuer
NKGen Biotech, Inc.
CIK 0001845459
Entity typeother
Related Parties
1- filerCIK 0001519672
Filing Metadata
- Form type
- 4
- Filed
- Dec 22, 7:00 PM ET
- Accepted
- Dec 23, 4:01 PM ET
- Size
- 23.7 KB