Peter W. Sonsini - 20 Dec 2022 Form 4 Insider Report for Arcellx, Inc. (ACLX)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
22 Dec 2022, 17:53:03 UTC
Prior SEC filing
02 Dec 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Louis Citron, attorney-in-fact

Key filing fact

Peter W. Sonsini filed Form 4 for Arcellx, Inc. (ACLX) on 22 Dec 2022.

Key facts

  • This page summarizes Peter W. Sonsini's Form 4 filing for Arcellx, Inc. (ACLX).
  • 7 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 22 Dec 2022, 17:53.

Change

  • Previous filing in this sequence was filed on 02 Dec 2022.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
-2,000,000
Change %
-30%
Price
$0.000000
Shares after
4,745,262
Date
20 Dec 2022
Ownership
See Note 2
Footnotes
F1, F2
ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
+30,000
Change %
Price
$0.000000
Shares after
30,000
Date
20 Dec 2022
Ownership
See Note 4
Footnotes
F3, F4
ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
-30,000
Change %
-100%
Price
$0.000000*
Shares after
0
Date
20 Dec 2022
Ownership
See Note 4
Footnotes
F4, F5
ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
+785
Change %
Price
$0.000000
Shares after
785
Date
20 Dec 2022
Ownership
See Note 7
Footnotes
F6, F7
ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
+12
Change %
Price
$0.000000
Shares after
12
Date
20 Dec 2022
Ownership
See Note 9
Footnotes
F8, F9
ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
+12
Change %
Price
$0.000000
Shares after
12
Date
20 Dec 2022
Ownership
See Note 11
Footnotes
F10, F11
ACLX transaction

Common Stock

Other

Transaction value
$0
Shares
+12
Change %
Price
$0.000000
Shares after
12
Date
20 Dec 2022
Ownership
See Note 13
Footnotes
F12, F13
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 13 footnotes

Footnote F1

New Enterprise Associates 15, L.P. ("NEA 15") made a pro rata distribution of 2,000,000 shares of Common Stock of the Issuer to its general partner and limited partners for no consideration on December 20, 2022.

Footnote F2

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 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.

Footnote F3

NEA Partners 15 received 30,000 shares of Common Stock of the Issuer in the distribution made by NEA 15 on December 20, 2022.

Footnote F4

The Reporting Person is a manager of NEA 15 GP, which is the sole general partner of NEA Partners 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 Partners 15 in which the Reporting Person has no pecuniary interest.

Footnote F5

NEA Partners 15 made a pro rata distribution of 30,000 shares of Common Stock of the Issuer to its limited partners for no consideration on December 20, 2022.

Footnote F6

Peter W. Sonsini and Diane C. Sonsini, as trustees of the Peter & Diane Sonsini Family Trust dated January 17, 2007 (the "Sonsini Family Trust"), received 785 shares of Common Stock of the Issuer in the distribution by NEA Partners 15 on December 20, 2022.

Footnote F7

The Reporting Person is a trustee of the Sonsini Family 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 Sonsini Family Trust in which the Reporting Person has no pecuniary interest.

Footnote F8

Peter W. Sonsini and Diane C. Sonsini, as trustees of the Elsa Katherine Sonsini Trust dated December 5, 2019 (the "Elsa Katherine Sonsini Trust"), received 12 shares of Common Stock of the Issuer in the distribution by NEA Partners 15 on December 20, 2022.

Footnote F9

The Reporting Person is a trustee of the Elsa Katherine Sonsini 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 Elsa Katherine Sonsini Trust in which the Reporting Person has no pecuniary interest.

Footnote F10

Peter W. Sonsini and Diane C. Sonsini, as trustees of the Jake Theodore Sonsini Trust dated December 5, 2019 (the "Jake Theodore Sonsini Trust"), received 12 shares of Common Stock of the Issuer in the distribution by NEA Partners 15 on December 20, 2022.

Footnote F11

The Reporting Person is a trustee of the Jake Theodore Sonsini 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 Jake Theodore Sonsini Trust in which the Reporting Person has no pecuniary interest.

Footnote F12

Peter W. Sonsini and Diane C. Sonsini, as trustees of the Louisa Marie Sonsini Trust dated December 5, 2019 (the "Louisa Marie Sonsini Trust"), received 12 shares of Common Stock of the Issuer in the distribution by NEA Partners 15 on December 20, 2022.

Footnote F13

The Reporting Person is a trustee of the Louisa Marie Sonsini 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 Louisa Marie Sonsini Trust in which the Reporting Person has no pecuniary interest.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .