Metin Kurtoglu - Nov 13, 2023 Form 4 Insider Report for Cartesian Therapeutics, Inc. (SELB)

Role
Chief Operations Officer
Signature
/s/ Metin Kurtoglu
Stock symbol
SELB
Transactions as of
Nov 13, 2023
Transactions value $
$0
Form type
4
Date filed
11/15/2023, 04:42 PM
Next filing
Jan 4, 2024

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 SELB Stock Option (Right to Buy) Award +6.41K 6.41K Nov 13, 2023 Series A Non-Voting Convertible Preferred Stock 6.41K $46.77 Direct F1, F2, F3
transaction SELB Stock Option (Right to Buy) Award +428 428 Nov 13, 2023 Series A Non-Voting Convertible Preferred Stock 428 $107.59 Direct F1, F2, F3
transaction SELB Stock Option (Right to Buy) Award +428 428 Nov 13, 2023 Series A Non-Voting Convertible Preferred Stock 428 $107.59 Direct F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Option is fully exercisable.
F2 Following the approval by the stockholders of the issuer of the conversion of the Series A Preferred Stock into shares of common stock of the issuer ("Common Stock"), each share of Series A Preferred Stock will be convertible into 1,000 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than 19.9% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.
F3 On November 13, 2023, the issuer acquired Cartesian Therapeutics, Inc. ("Cartesian") in accordance with the terms of an Agreement and Plan of Merger, dated November 13, 2023. Options to purchase Cartesian common stock held by the reporting person were converted into options to purchase shares of Series A Preferred Stock in connection with the acquisition.
F4 Option is currently exercisable for 106.911 shares of Series A Non-Voting Convertible Preferred Stock of the issuer ("Series A Preferred Stock") and becomes exercisable for the remaining shares in three equal tranches on March 1, 2024, 2025 and 2026.