Elghandour Rami 4

What Happened Rami Elghandour, President, CEO and Chairman of Arcellx, reported a gift of 218,500 shares of Arcellx (ACLX) on February 11, 2026. The shares were transferred for no consideration (price reported $0.00), so there were no proceeds from the transaction. The Form 4 covering this transaction was filed on February 13, 2026.

Key Details

• Transaction type: Gift (code G) — 218,500 shares disposed for $0.00
• Transaction date: February 11, 2026; Form 4 filed February 13, 2026 (timely within the usual 2-business-day window)
• Reported proceeds: $0.00 (no cash received)
• Shares owned after transaction: Not specified in the filing
• Footnote: The shares were transferred by the reporting person’s spouse to a spousal lifetime access non-grantor trust of which Elghandour is a beneficiary; the filing notes he may be deemed to continue to have Section 16 beneficial ownership but disclaims beneficial ownership except to the extent of any pecuniary interest.

Context Gifts are often used for estate or family planning and do not necessarily reflect the insider’s view of the company’s prospects. The filing’s footnote indicates the insider may still be treated as a beneficial owner for Section 16 purposes because he is a beneficiary of the trust, even though he disclaims ownership except for any pecuniary interest.