Ware Olivia C 4

What Happened
Olivia Ware, a director of Arcellx, disposed of a total of 65,450 derivative shares (36,806; 11,459; 8,011; 9,174) on 2026-04-28 via dispositions to the issuer. The Form 4 lists N/A for per-share prices because these were cancellations/conversions of company stock options in connection with the merger with Gilead, not open-market sales. Under the merger agreement, affected options were cancelled and converted into a lump-sum cash payment plus one contingent value right (CVR) per option-share.

Key Details

• Transaction date: 2026-04-28. Per-share price: N/A (derivative/issuer disposition). Total shares listed as disposed: 65,450.
• Shares owned after transaction: not specified in the provided filing.
• Footnote (summary): Per the Merger Agreement (Feb 22, 2026), each Arcellx option with an exercise price below $115 was cancelled and converted into (i) a lump-sum cash payment equal to (Closing Amount − exercise price) × number of option shares and (ii) one CVR per option-share.
• Filing timeliness: Reported with period and filing date of 2026-04-28 (appears timely).

Context
This was a derivative settlement tied to the Merger, not a routine insider sell in the open market. The disposition reflects option cancellation and replacement with merger consideration (cash + CVRs); the Form 4 does not disclose the cash amounts for these specific canceled options. Such transactions are common in M&A and do not by themselves signal the insider’s view on the company’s public stock.