Donna Godward - 14 Jul 2023 Form 4 Insider Report for ALPHA HEALTHCARE ACQUISITION CORP III (XAGE)

Role
Chief Quality Officer
Signature
/s/ Randolph W. Hubbell, Attorney-in-Fact
Issuer symbol
XAGE
Transactions as of
14 Jul 2023
Net transactions value
$0
Form type
4
Filing time
18 Jul 2023, 20:39:35 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CTCX Common Stock Award +37,296 37,296 14 Jul 2023 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 CTCX Stock Option (right to buy) Award +2,090 2,090 14 Jul 2023 Common Stock 2,090 $1.79 Direct F2, F7
transaction CTCX Stock Option (right to buy) Award +5,318 5,318 14 Jul 2023 Common Stock 5,318 $2.27 Direct F3, F7
transaction CTCX Stock Option (right to buy) Award +119,098 119,098 14 Jul 2023 Common Stock 119,098 $2.11 Direct F4, F7
transaction CTCX Stock Option (right to buy) Award +12,309 12,309 14 Jul 2023 Common Stock 12,309 $2.11 Direct F5, F7
transaction CTCX Stock Option (right to buy) Award +12,309 12,309 14 Jul 2023 Common Stock 12,309 $2.60 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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 share of common stock of Legacy Carmell was exchanged for 0.06154 shares of common stock of Carmell Therapeutics Corporation.
F2 Options are fully vested and exercisable.
F3 Options to purchase 5,318 shares of common stock of Legacy Carmell granted on July 19, 2019, which vest as follows: 25% vested on July 19, 2020, July 19, 2021 and July 19, 2022 and the remaining 25% becomes vested on July 19, 2023.
F4 Options to purchase 119,098 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.
F5 Options to purchase 12,309 shares of common stock of Legacy Carmell granted on July 13, 2023 and the remaining 75% becomes vested in 36 equal monthly installments thereafter, subject to continued service through each vesting date.
F6 Options to purchase 12,309 shares of common stock of Legacy Carmell granted on December 15, 2022, which vest as follows: 25% vesting on December 22, 2023 and the remaining 75% becomes vested in 36 equal monthly installments thereafter, subject to continued service through each vesting date.
F7 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.