Randolph W. Hubbell - 18 Jul 2023 Form 4 Insider Report for ALPHA HEALTHCARE ACQUISITION CORP III (XAGE)

Signature
/s/ Randolph W. Hubbell
Issuer symbol
XAGE
Transactions as of
18 Jul 2023
Net transactions value
$0
Form type
4
Filing time
18 Jul 2023, 20:33:39 UTC
Previous filing
18 Jul 2023
Next filing
30 Aug 2023

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 +217,175 217,175 14 Jul 2023 Common Stock 217,175 $1.79 Direct F1, F4
transaction CTCX Stock Option (right to buy) Award +37,642 37,642 14 Jul 2023 Common Stock 37,642 $2.27 Direct F2, F4
transaction CTCX Stock Option (right to buy) Award +480,110 480,110 14 Jul 2023 Common Stock 480,110 $2.11 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Options are fully vested and exercisable.
F2 Options to purchase 37,642 shares of common stock of Legacy Carmell (as defined below) granted on July 19, 2019, which vest as follows: 25% vested on July 19, 2020, July 19, 2021 and July 19, 2022. The remaining 25% will vest and become exercisable on July 19, 2023.
F3 Options to purchase 480,110 shares of common stock of Legacy Carmell granted on September 23, 2021, which vest as follows: 25% vested on September 23, 2022 and the remaining 75% becomes vested in 36 equal monthly installments thereafter, subject to continued service through each vesting date.
F4 On July 14, 2023, Alpha Healthcare Acquisition Corp. III ("ALPA") consummated a business combination (the "Business Combination") by and among ALPA, Candy Merger Sub, Inc., a Delaware Corporation ("Merger Sub") and Carmell Regen Med Corporation, a Delaware corporation ("Legacy Carmell"), ALPA changed its name to "Carmell Therapeutics Corporation" and Merger Sub merged with and into Legacy Carmell. As part of the Business Combination, each Legacy Carmell stock option was exchanged for a stock option to acquire 0.06154 shares of common stock of Carmell Therapeutics Corporation.