Filing Details

Accession Number:
0001209191-22-062516
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-12-22 18:47:10
Reporting Period:
2022-12-20
Accepted Time:
2022-12-22 18:47:10
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1786205 Arcellx Inc. ACLX () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1630226 Mohamad Makhzoumi 2855 Sand Hill Road
Menlo Park CA 94025
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2022-12-20 2,000,000 $0.00 4,745,262 No 4 J Indirect See Note 2
Common Stock Acquisiton 2022-12-20 30,000 $0.00 30,000 No 4 J Indirect See Note 4
Common Stock Disposition 2022-12-20 30,000 $0.00 0 No 4 J Indirect See Note 4
Common Stock Acquisiton 2022-12-20 283 $0.00 283 No 4 J Direct
Common Stock Acquisiton 2022-12-20 179 $0.00 179 No 4 J Indirect See Note 8
Common Stock Disposition 2022-12-21 179 $30.74 0 No 4 S Indirect See Note 8
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Indirect See Note 2
No 4 J Indirect See Note 4
No 4 J Indirect See Note 4
No 4 J Direct
No 4 J Indirect See Note 8
No 4 S Indirect See Note 8
Footnotes
  1. 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.
  2. 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.
  3. NEA Partners 15 received 30,000 shares of Common Stock of the Issuer in the distribution made by NEA 15 on December 20, 2022.
  4. 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.
  5. 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.
  6. The Reporting Person received 283 shares of Common Stock of the Issuer in a distribution made by NEA Partners 15 on December 20, 2022.
  7. New Enterprise Associates, LLC ("NEA LLC") received 179 shares of Common Stock of the Issuer in a distribution by NEA 15 on December 20, 2022.
  8. The Reporting Person is a member of the Board of Directors of NEA LLC, 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 LLC in which the Reporting Person has no pecuniary interest.
  9. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $30.73 to $30.75 per share, inclusive. The Reporting Persons undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.