Patrick Sturgeon - Oct 11, 2024 Form 4 Insider Report for Carmell Corp (CTCX)

Role
Director
Signature
/s/ Patrick Sturgeon
Stock symbol
CTCX
Transactions as of
Oct 11, 2024
Transactions value $
$0
Form type
4
Date filed
11/8/2024, 05:00 PM
Previous filing
Sep 10, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding CTCX Common Stock 97K Oct 11, 2024 Direct F1
holding CTCX Common Stock 18.1K Oct 11, 2024 By Carmell Insiders LLC F3

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 CTCX Stock Option (right to buy) Award $0 +76.9K $0.00 76.9K Oct 11, 2024 Common Stock 76.9K $0.36 Direct F2
holding CTCX Stock Option (right to buy) 76.9K Oct 11, 2024 Common Stock 76.9K $2.88 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Fifty percent (50%) of the shares beneficially owned by the Reporting Person are subject to forfeiture if, in the five years subsequent to July 14, 2023, the price of the common stock does not exceed $11.50 for any 20 trading days within any 30-trading day period.
F2 Stock options vest as follows: 25% on the one-year anniversary of grant date, with the remaining 75% in 36 equal monthly installments thereafter, subject to continued service through each vesting date.
F3 The reported shares acquired and beneficially owned by the Reporting Person represent his/her interest in shares purchased by Carmell Insiders, LLC ("LLC"). The sole purpose of the LLC is to enable certain of the Issuer's Board of Directors to acquire shares of the Issuer's common stock in accordance with the Issuer's Insider Trading Policy (i.e., during periods of time when its members are not in possession of material nonpublic information). The five members of the LLC and their respective percentage interest in it are as follows: David Anderson (19.1%), Scott Frisch (15.3%), Kathryn Gregory (26.4%), Gilles Spenlehauer (15.3%), and Patrick Sturgeon (23.9%). The total amount invested in the LLC by these members was $130,750 as of the date of his filing. The LLC is managed by a non-member, and the members disclaim any voting or investment authority over the LLC.