Elizabeth Hoge - 13 Nov 2023 Form 3 Insider Report for Cartesian Therapeutics, Inc. (RNAC)

Role: 10%+ Owner
Signature: /s/ Elizabeth Hoge
Issuer symbol: RNAC
Transactions as of: 13 Nov 2023
Net transactions value: $0
Form type: 3
Filing time: 17 Nov 2023, 09:51:26 UTC
Next filing: 10 Apr 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	SELB	Common Stock						3,303,699	13 Nov 2023	as trustee	F1
holding	SELB	Common Stock						257,739	13 Nov 2023	by spouse

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
holding	SELB	Series A Non-Voting Convertible Preferred Stock							13 Nov 2023	Common Stock	189,756,394		as trustee	F1, F2
holding	SELB	Series A Non-Voting Convertible Preferred Stock							13 Nov 2023	Common Stock	14,755,609		by spouse	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares are owned directly by Seven One Eight Three Four Irrevocable Trust (the "Trust"). The reporting person is a trustee and beneficiary of the Trust.
F2	Following the approval by the stockholder of the issuer of the conversion of the Series A Non-Voting Convertible Preferred Stock of the issuer ("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.

Content

Shares are owned directly by Seven One Eight Three Four Irrevocable Trust (the "Trust"). The reporting person is a trustee and beneficiary of the Trust.

Following the approval by the stockholder of the issuer of the conversion of the Series A Non-Voting Convertible Preferred Stock of the issuer ("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.