James W. Mccollum - Mar 21, 2024 Form 4 Insider Report for LENZ Therapeutics, Inc. (LENZ)

Role
Director
Signature
/s/ Evert Schimmelpennink, as Attorney-in-Fact
Stock symbol
LENZ
Transactions as of
Mar 21, 2024
Transactions value $
$249,992
Form type
4
Date filed
3/25/2024, 08:42 PM
Next filing
May 14, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LENZ Common Stock Award $0 +95K $0.00 95K Mar 21, 2024 Direct F1
transaction LENZ Common Stock Award $0 +478K $0.00 478K Mar 21, 2024 By trust F1
transaction LENZ Common Stock Award $250K +16.6K +3.48% $15.03* 494K Mar 21, 2024 By trust 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 LENZ Warrant (right to buy) Award $0 +6.58K $0.00 6.58K Mar 21, 2024 Common Stock 6.58K $10.64 By trust F3
transaction LENZ Stock Option (right to buy) Award $0 +27K $0.00 27K Mar 21, 2024 Common Stock 27K $15.05 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares issued upon closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 14, 2023 (the "Merger Agreement"), by and among the Issuer, Generate Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the issuer, and LENZ Therapeutics Operations, Inc. (previously named Lenz Therapeutics, Inc.), a Delaware corporation ("LENZ OpCo"), in exchange of outstanding shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.
F2 Shares issued upon the closing of the private placement financing under the Subscription Agreement by and among the Issuer, the Reporting Person and the other purchasers party thereto, dated as of November 14, 2023, pursuant to which, immediately following the closing of the transactions contemplated by the Merger Agreement, such purchasers purchased an aggregate of 3,559,565 shares of Common Stock at a price of $15.0299 per share for aggregate gross proceeds to the Issuer of approximately $53.5 million, as more fully described in the Issuer's reports filed with the Securities and Exchange Commission.
F3 Warrant assumed in connection with the closing of the transactions contemplated by the Merger Agreement, in exchange of an outstanding warrant to purchase shares of LENZ OpCo, pursuant to the terms and conditions of the Merger Agreement.
F4 Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2024 Equity Incentive Plan) through each applicable date, one thirty-sixth (1/36th) of the shares subject to the option shall vest each month following the Vesting Commencement Date on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). "Vesting Commencement Date" shall mean March 21, 2024.