Timothy A. Springer - Sep 25, 2024 Form 4 Insider Report for Cartesian Therapeutics, Inc. (RNAC)

Role: Director, 10%+ Owner
Signature: /s/ Matthew Bartholomae, Attorney-in-Fact for Timothy A. Springer
Stock symbol: RNAC
Transactions as of: Sep 25, 2024
Transactions value $: $0
Form type: 4
Date filed: 9/27/2024, 04:13 PM
Previous filing: Sep 26, 2024
Next filing: Oct 4, 2024

Transactions Table

Type	Sym	Class	Transaction	Shares	Change %	Shares After	Date	Ownership	Footnotes
transaction	RNAC	Series B Non-Voting Convertible Preferred Stock	Options Exercise	-1.64M	-100%	0	Sep 25, 2024	Direct	F1
transaction	RNAC	Common Stock	Options Exercise	+1.64M	+37.37%	6.02M	Sep 25, 2024	Direct	F1
transaction	RNAC	Series B Non-Voting Convertible Preferred Stock	Options Exercise	-721K	-100%	0	Sep 25, 2024	See Footnote	F1, F2
transaction	RNAC	Common Stock	Options Exercise	+721K	+37.42%	2.65M	Sep 25, 2024	See Footnote	F1, F2
transaction	RNAC	Series B Non-Voting Convertible Preferred Stock	Options Exercise	-1.31K	-100%	0	Sep 25, 2024	By wife	F1
transaction	RNAC	Common Stock	Options Exercise	+1.31K	+11.36%	12.8K	Sep 25, 2024	By wife	F1

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

Explanation of Responses:

Id	Content
F1	On September 20, 2024, the issuer held a special meeting of stockholders (the "Special Meeting"). At the Special Meeting, the stockholders of the issuer approved the conversion of the issuer's Series B Non-Voting Convertible Preferred Stock ("Series B Preferred Stock") into shares of common stock. On September 25, 2024, the conversion of the majority of the shares of Series B Preferred Stock occurred automatically (the "Automatic Conversion"). The remaining shares of Series B 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 shares of Series B Preferred Stock beneficially owned by the reporting person converted into shares of common stock.
F2	Held by TAS Partners LLC. The reporting person is the managing member of TAS Partners LLC. The reporting person disclaims beneficial ownership of the securities held by TAS Partners LLC except to the extent of his pecuniary interest therein, if any.

Content

On September 20, 2024, the issuer held a special meeting of stockholders (the "Special Meeting"). At the Special Meeting, the stockholders of the issuer approved the conversion of the issuer's Series B Non-Voting Convertible Preferred Stock ("Series B Preferred Stock") into shares of common stock. On September 25, 2024, the conversion of the majority of the shares of Series B Preferred Stock occurred automatically (the "Automatic Conversion"). The remaining shares of Series B 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 shares of Series B Preferred Stock beneficially owned by the reporting person converted into shares of common stock.

Held by TAS Partners LLC. The reporting person is the managing member of TAS Partners LLC. The reporting person disclaims beneficial ownership of the securities held by TAS Partners LLC except to the extent of his pecuniary interest therein, if any.