Lim Kok Thay - Jan 24, 2025 Form 4 Insider Report for Celularity Inc (CELU)

Role
10%+ Owner
Signature
/s/ Lim Kok Thay
Stock symbol
CELU
Transactions as of
Jan 24, 2025
Transactions value $
$2,459,688
Form type
4
Date filed
1/28/2025, 04:45 PM
Previous filing
Dec 19, 2024

Transactions Table

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 -535K -100% 0 Jan 24, 2025 Class A Common Stock 535K $2.49 By Dragasac Limited F1, F2, F3
transaction CELU Warrants (Right to Buy) Other +535K 535K Jan 24, 2025 Class A Common Stock 535K $2.07 By Dragasac Limited F1, F2, F3
transaction CELU Warrants (Right to Buy) Other -653K -100% 0 Jan 24, 2025 Class A Common Stock 653K $2.49 By Dragasac Limited F1, F2, F3
transaction CELU Warrants (Right to Buy) Other +653K 653K Jan 24, 2025 Class A Common Stock 653K $2.07 By Dragasac Limited F1, F2, F3
transaction CELU Warrants (Right to Buy) Exercise of in-the-money or at-the-money derivative security $0 -535K -100% $0.00 0 Jan 24, 2025 Class A Common Stock 535K $2.07 By Dragasac Limited F1, F2
transaction CELU Warrants (Right to Buy) Exercise of in-the-money or at-the-money derivative security $0 -653K -100% $0.00 0 Jan 24, 2025 Class A Common Stock 653K $2.07 By Dragasac Limited F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These numbers have been adjusted to reflect the 1-for-10 reverse stock split the Issuer effected on February 28, 2024 (the "Reverse Stock Split").
F2 These securities are directly held by Dragasac Limited ("Dragasac"), which is an indirect wholly-owned subsidiary of Genting Berhad, a public company listed on the Malaysian stock exchange. Lim Kok Thay is an indirect beneficial owner of the largest shareholder of Genting Berhad, where he serves as Chief Executive and Chairman of the Board. Each of Genting Berhad and Mr. Lim disclaims beneficial ownership over these securities except to the extent of its or his pecuniary interest therein.
F3 On January 24, 2025, the Issuer amended and restated the terms of the 652,981 warrants (as adjusted for the Reverse Stock Split) that Dragasac received in connection with the merger of GX Acquisition Corp. and the Issuer on July 16, 2021, as well as the 535,274 warrants (as adjusted for the Reverse Stock Split) that Dragasac received in connection with a securities purchase agreement between the Issuer and Dragasac on January 12, 2024, in order to adjust the exercise price from $2.4898 per share of Class A Common Stock (as adjusted for the Reverse Stock Split) to $2.07 per share of Class A Common Stock.