SEC Filing Summary for Arcellx, Inc.
This filing details transactions related to the acquisition of Arcellx, Inc. by Gilead Sciences, Inc. The merger agreement involved a cash payment of $115.00 per share plus one contingent value right (CVR) per share, representing an additional $5.00. Michelle Gilson, the Chief Financial Officer, reported transactions including the disposition of stock options and restricted stock units, which were canceled and converted into rights to receive cash payments and CVRs. Specifically, stock options with exercise prices below the $115.00 closing amount were converted into cash payments equal to the difference between the closing amount and the exercise price, plus CVRs. Restricted stock units, including performance-based ones, were converted into cash payments equal to the closing amount, plus CVRs. The number of shares for performance-based RSUs was determined by actual performance achieved. The filing also notes the disposition of 67,048 shares of Common Stock and 5,000 shares held by a family charitable foundation, with all transactions occurring on April 28, 2026.