Kapil Dhingra - 19 Aug 2025 Form 4 Insider Report for CARGO Therapeutics, Inc. (CRGX)

Reporting relationship: Director
Issuer ticker: CRGX
Reported as of: 19 Aug 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 19 Aug 2025, 21:59:37 UTC
Prior SEC filing: 20 Jun 2025
Next SEC filing: 17 Nov 2025
Source filing: View source filing
Reporting owner signature: /s/ Halley Gilbert, as attorney-in-fact for Kapil Dhingra

Key filing fact

Kapil Dhingra filed Form 4 for CARGO Therapeutics, Inc. (CRGX) on 19 Aug 2025.

Key facts

This page summarizes Kapil Dhingra's Form 4 filing for CARGO Therapeutics, Inc. (CRGX).
1 reported transaction and 1 derivative row are listed below.
Accepted by SEC: 19 Aug 2025, 21:59.

Change

Previous filing in this sequence was filed on 20 Jun 2025.
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

Reporting Owners (1)

CIK 0001456849 Primary reporting owner

Dhingra Kapil

Relationship: Director
Address: C/O CARGO THERAPEUTICS, INC., 835 INDUSTRIAL ROAD, SUITE 400, SAN CARLOS
Signature: /s/ Halley Gilbert, as attorney-in-fact for Kapil Dhingra
Signature date: 19 Aug 2025

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CRGX transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -25,000
Change %: -100%
Price
Shares after: 0
Date: 19 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 25,000
Exercise price: $4.35
Footnotes: F1, F2, F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Kapil Dhingra is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 7, 2025, by and among CARGO Therapeutics, Inc. (the "Issuer"), Concentra Biosciences, LLC ("Parent") and Concentra Merger Sub VII, Inc., a wholly owned subsidiary of Parent ("Merger Sub"). On August 18, 2025, Parent and Merger Sub completed a tender offer pursuant to the terms of the Merger Agreement for all outstanding shares of common stock of the Issuer (each, a "Share") for an offer price of (i) $4.379 per Share in cash (the "Cash Amount"), and (ii) one non-transferable contractual contingent value right (each, a "CVR"), subject to and in accordance with the terms of the Contingent Value Rights Agreement (the "CVR Agreement"), in each case, without interest, and subject to any applicable withholding taxes (the Cash Amount plus one CVR, collectively, the "Offer Price"). [continues to Footnote 2]

Footnote F2

[continues from Footnote 1] Merger Sub thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). As of immediately prior to and conditioned upon the effective time of the Merger, pursuant to the Merger Agreement, each outstanding option to purchase Shares (each, an "Option") became fully vested and exercisable, and to the extent not exercised prior to the effective time of the Merger, was canceled and converted into the right to receive (a) an amount in cash (without interest and subject to deduction for any required withholding tax) equal to the product of (1) the excess, if any, of the Cash Amount over the exercise price per share of each such Option and (2) the number of Shares underlying such Option immediately prior to the effective time of the Merger [continues to Footnote 3]

Footnote F3

[continues from Footnote 2] and (b) one CVR in respect of each Share underlying such Option; provided, however, that if the exercise price per Share of any Option was equal to or greater than the Cash Amount that was then outstanding it was canceled for no consideration.