Lewis T. "rusty" Williams - 08 Feb 2022 Form 4 Insider Report for Arcellx, Inc. (ACLX)

Role: Director
Signature: /s/ Lance Thibault, as Attorney-in-Fact
Issuer symbol: ACLX
Transactions as of: 08 Feb 2022
Net transactions value: $0
Form type: 4
Filing time: 09 Feb 2022, 16:54:16 UTC
Previous filing: 03 Feb 2022
Next filing: 27 May 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ACLX	Common Stock	Conversion of derivative security	$0	+2,095,114		$0.000000	2,095,114	08 Feb 2022	See footnote	F1, F2

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	ACLX	Series B-1 Preferred Stock	Conversion of derivative security	$0	-1,163,886	-100%	$0.000000^*	0	08 Feb 2022	Common Stock	1,163,886		See footnote	F1, F2
transaction	ACLX	Series B-2 Preferred Stock	Conversion of derivative security	$0	-931,228	-100%	$0.000000^*	0	08 Feb 2022	Common Stock	931,228		See footnote	F1, F2

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

Explanation of Responses:

Id	Content
F1	All shares of Series B-1 Preferred Stock, par value $0.001 per share, and Series B-2 Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock. The right to convert the Series B-1 Preferred Stock and Series B-2 Preferred Stock into Common Stock had no expiration date.
F2	Shares directly held by Quan Venture Fund II, L.P. The general partner of Quan Capital is Quan Venture Partners II, L.L.C. The Reporting Person, a member of the Issuer's board of directors, is a venture partner at Quan Venture Partners II, L.L.C. and, therefore, may be deemed to have a pecuniary interest over these shares. The Reporting Person disclaims beneficial ownership of the shares held of record by Quan Venture Fund II, L.P. except to the extent of his pecuniary interest therein.

Content

All shares of Series B-1 Preferred Stock, par value $0.001 per share, and Series B-2 Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock. The right to convert the Series B-1 Preferred Stock and Series B-2 Preferred Stock into Common Stock had no expiration date.

Shares directly held by Quan Venture Fund II, L.P. The general partner of Quan Capital is Quan Venture Partners II, L.L.C. The Reporting Person, a member of the Issuer's board of directors, is a venture partner at Quan Venture Partners II, L.L.C. and, therefore, may be deemed to have a pecuniary interest over these shares. The Reporting Person disclaims beneficial ownership of the shares held of record by Quan Venture Fund II, L.P. except to the extent of his pecuniary interest therein.