Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-23-001897
Date:2023-01-03
Issuer: ARCELLX, INC. (ACLX)
Original Submission Date:

Reporting Person:

ELGHANDOUR RAMI
C/O ARCELLX, INC
25 WEST WATKINS MILL ROAD, SUITE A GAITHERSBURG, MD 20878

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 31.03 2023-01-03 deemed execution date A 245,065 (a) 2033-01-03 common stock 245,065 $31.03 245,065 direct
RESTRICTED STOCK UNIT 0.0 2023-01-03 deemed execution date A 159,292 (a) common stock 159,292 $0.00 159,292 direct
Footnotes
IDfootnote
f1 subject to the reporting person continuing to be a service provider (as defined in the issuer's 2022 equity incentive plan) through each applicable vesting date, one forty-eighth (1/48th) of the shares subject to the option will vest each month following the vesting commencement date on the same day of the month as the vesting commencement date (or, if there is no corresponding day in a particular month, then the last day of the month) over four (4) years. "vesting commencement date" shall mean january 1, 2023.
f2 each restricted stock unit ("rsu") represents a contingent right to receive one share of the issuer's common stock.
f3 subject to the reporting person continuing to be a service provider (as defined in the issuer's 2022 equity incentive plan) through each applicable vesting date, one-third (1/3rd) of the rsus subject to the award will vest each year following the rsu grant date on the same day of the month as the rsu grant date (or, if there is no corresponding day in a particular month, then the last day of the month) over three (3) years. "rsu grant date" shall mean january 3, 2023.
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