Michael Singer - Apr 8, 2024 Form 4 Insider Report for Cartesian Therapeutics, Inc. (RNAC)

Role
Director
Signature
/s/ Matthew Bartholomae, Attorney-in-Fact for Michael Singer
Stock symbol
RNAC
Transactions as of
Apr 8, 2024
Transactions value $
$0
Form type
4
Date filed
4/10/2024, 09:47 PM
Previous filing
Jan 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RNAC Common Stock Options Exercise +110K +1147.05% 120K Apr 8, 2024 Direct F1, F2
transaction RNAC Common Stock Options Exercise +377K +5725.68% 384K Apr 8, 2024 by trust F1, F2, F3
transaction RNAC Common Stock Options Exercise +55.7K +5729.29% 56.7K Apr 8, 2024 by trust F1, F2, F4
transaction RNAC Common Stock Options Exercise +7.01K +5741.8% 7.13K Apr 8, 2024 by trust F1, F2, F5
transaction RNAC Common Stock Options Exercise +14.5K +5745.06% 14.8K Apr 8, 2024 by spouse F1, F2, F6
transaction RNAC Common Stock Options Exercise +94.6K +5727.92% 96.2K Apr 8, 2024 as custodian F1, F2, F7
transaction RNAC Common Stock Options Exercise +94.6K +5727.92% 96.2K Apr 8, 2024 as custodian F1, F2, F8

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 RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -3.3K -100% 0 Apr 8, 2024 Common Stock 110K Direct F1, F2
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -11.3K -100% 0 Apr 8, 2024 Common Stock 377K by trust F1, F2, F3
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -1.67K -100% 0 Apr 8, 2024 Common Stock 55.7K by trust F1, F2, F4
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -210 -100% 0 Apr 8, 2024 Common Stock 7.01K by trust F1, F2, F5
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -436 -100% 0 Apr 8, 2024 Common Stock 14.5K by spouse F1, F2, F6
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -2.84K -100% 0 Apr 8, 2024 Common Stock 94.6K as custodian F1, F2, F7
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -2.84K -100% 0 Apr 8, 2024 Common Stock 94.6K as custodian F1, F2, F8
holding RNAC Stock Option (Right to Buy) 7.6K Apr 8, 2024 Common Stock 7.6K $19.66 Direct F2, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 27, 2024, the issuer held a special meeting of stockholders (the "Special Meeting"). At the Special Meeting, the stockholders of the issuer approved a 1-for-30 reverse stock split (the "Reverse Stock Split") of the issuer's common stock ("Common Stock") and the conversion of the issuer's Series A Non-Voting Convertible Preferred Stock ("Series A Preferred Stock") into shares of Common Stock. On April 8, 2024, the conversion of the majority of the shares of Series A Preferred Stock occurred automatically (the "Automatic Conversion"). The remaining shares of Series A Preferred Stock remain subject to certain beneficial ownership limitations described in the issuer's filings with the Securities and Exchange Commission. At the time of the Automatic Conversion, all of the reporting person's shares of Series A Preferred Stock converted into shares of Common Stock.
F2 On April 4, 2024, the issuer effected the Reverse Stock Split. The amount of securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.
F3 Shares are held in a trust for the benefit of the reporting person's spouse and children. The reporting person's spouse is a trustee of this trust.
F4 Shares are held in a trust for which the reporting person is a beneficiary. The reporting person is a trustee of this trust.
F5 Shares are held in a trust for which the reporting person is a beneficiary. The reporting person's spouse is a trustee of this trust.
F6 Shares are held by the reporting person's spouse.
F7 The shares are held for LS, the child of the reporting person, through a custodial account established pursuant to the Uniform Transfer to Minors Act ("UTMA") for which the reporting person serves as custodian.
F8 The shares are held for SS, the child of the reporting person, through a custodial account established pursuant to the UTMA for which the reporting person serves as custodian.
F9 This award will vest in 36 equal monthly installments, so that it shall be fully vested on the third anniversary of the date of grant.