Patel Kavita 4

What Happened

• Kavita Patel, a director of Arcellx, reported dispositions to the issuer on 2026-04-28 totaling 76,234 derivative shares (five separate line items: 27,077; 20,513; 11,459; 8,011; 9,174). The Form 4 shows these as derivative dispositions (code D) with no per‑share price reported (N/A), reflecting cancellation/conversion rather than an open‑market sale.

Key Details

• Transaction date: 2026-04-28 (filed same day).
• Transaction type/code: Disposition to issuer (D) of derivative securities (options/cancelled awards); price reported as N/A.
• Total shares disposed: 76,234 (sum of the five reported dispositions).
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Footnote: Per the merger agreement (Feb 22, 2026) with Gilead, company options with exercise price below $115 were cancelled and converted into (i) a lump‑sum cash payment equal to the excess of the $115 Closing Amount over the option exercise price times the number of shares, and (ii) one contingent value right (CVR) per share subject to the option.
• Timeliness: Filing date equals the reported transaction date (appears timely).

Context

• These were not open‑market sales. The dispositions reflect merger-related cancellation/conversion of options into cash and CVRs under the Gilead merger, so they represent contractually required settlements rather than trading decisions by the insider. Such transactions are common in M&A and should be interpreted as corporate‑transaction outcomes, not necessarily a signal of the insider’s view on the stock.