Lim Kok Thay - Jul 15, 2024 Form 4 Insider Report for Celularity Inc (CELU)

Role
10%+ Owner
Signature
/s/ Lim Kok Thay
Stock symbol
CELU
Transactions as of
Jul 15, 2024
Transactions value $
$1,687,500
Form type
4
Date filed
12/19/2024, 09:19 PM
Previous filing
Mar 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding CELU Class A Common Stock 2.53K Jul 15, 2024 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CELU Warrants (Right to Buy) Other $1.69M +1.35M $1.25 1.35M Jul 15, 2024 Class A Common Stock 1.35M $2.99 By Resorts World Inc Pte. Ltd. F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This amount reflects Mr. Lim's direct ownership of the Issuer's Class A Common Stock, as adjusted for the 1-for-10 reverse stock split the Issuer effected on February 28, 2024 (the "Reverse Stock Split"). The Reporting Persons filed a Form 4 on January 17, 2024, prior to the Reverse Stock Split, which incorrectly reported that Mr. Lim directly owned 36,145 shares of Class A Common Stock and did not account for the 1,084 shares of Class A Common Stock (as adjusted for the Reverse Stock Split) that Mr. Lim disposed of on June 14, 2023, as reported in the Form 4/A filed by Mr. Lim on June 30, 2023.
F2 Pursuant to the terms of the governing form of warrant, the exercise price of these Tranche 2 Warrants (as defined in the Form 4 filed by the Reporting Persons on January 17, 2024) was set at $2.988 per share on July 15, 2024, and accordingly these Tranche 2 Warrants became "derivative securities" (as such term is defined in Rule 16a-1(c) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) and reportable for purposes of Section 16 of the Exchange Act at that time.
F3 These numbers have been adjusted to reflect the Reverse Stock Split.
F4 These warrants are held by RWI. Genting Berhad indirectly holds 50% of RWI with the balance 50% indirectly held by Mr. Lim. Each of Genting Berhad and Mr. Lim disclaims beneficial ownership over these securities except to the extent of its or his pecuniary interest therein.