Scott D. Sandell - Dec 23, 2022 Form 4 Insider Report for Arcellx, Inc. (ACLX)

Role
10%+ Owner
Signature
/s/ Louis Citron, attorney-in-fact
Stock symbol
ACLX
Transactions as of
Dec 23, 2022
Transactions value $
-$12,353
Form type
4
Date filed
12/27/2022, 05:48 PM
Previous filing
Dec 22, 2022
Next filing
Jan 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ACLX Common Stock Sale -$6.18K -195 -100% $31.67 0 Dec 23, 2022 See Note 2 F1, F2
transaction ACLX Common Stock Sale -$6.18K -195 -100% $31.67 0 Dec 23, 2022 See Note 3 F1, F3
holding ACLX Common Stock 4.75M Dec 23, 2022 See Note 4 F4
holding ACLX Common Stock 1.23K Dec 23, 2022 See Note 5 F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.66 to $31.73 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F2 The securities are held directly by the Scott Sandell Rising River Trust, dated December 20, 2012 (the "Scott Sandell Rising River Trust"). The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by the Scott Sandell Rising River Trust in which the Reporting Person has no pecuniary interest.
F3 The securities are held directly by the Jennifer Ayer Sandell Rising River Trust, dated December 20, 2012 (the "Jennifer Sandell Rising River Trust"). The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by the Jennifer Sandell Rising River Trust in which the Reporting Person has no pecuniary interest.
F4 The Reporting Person is a manager of NEA 15 GP, LLC ("NEA 15 GP"), which is the sole general partner of NEA Partners 15, L.P. ("NEA Partners 15"). NEA Partners 15 is the sole general partner of New Enterprise Associates 15, L.P. ("NEA 15"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 15 in which the Reporting Person has no pecuniary interest.
F5 The Reporting Person is the trustee of the Blue Mountain Trust, dated April 29, 2019 (the "Blue Mountain Trust"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of such portion of the securities held by the Blue Mountain Trust in which the Reporting Person has no pecuniary interest.