Insider Transactions and Merger Agreement Details for Arcellx, Inc.

2026-04-28SEC Filing 4 (0001789632-26-000010)

This filing details insider transactions for Christopher Heery, Chief Medical Officer of Arcellx, Inc. (ACLX), on April 28, 2026. The transactions are related to a merger agreement between Arcellx, Inc. and Gilead Sciences, Inc. All outstanding stock options and restricted stock units held by Mr. Heery were canceled and converted into cash payments and contingent value rights (CVRs) as per the merger agreement. Specifically, vested and unvested stock options with an exercise price below the $115.00 closing amount were converted into a cash payment equal to the difference between the closing amount and the exercise price, plus one CVR per share. Similarly, restricted stock units, including performance-based ones, were converted into a cash payment equal to the $115.00 closing amount per share, plus one CVR per share. Mr. Heery also disposed of 23,749 shares of Common Stock. Following these transactions, his post-transaction share count is zero, except for 45,138 performance-based restricted stock units that were acquired and then disposed of in the same transaction, resulting in a post-transaction count of zero for these units as well.