SR One Capital Management Amends Arcellx Stake
Ticker: ACLX · Form: SC 13D/A · Filed: Mar 25, 2024 · CIK: 1786205
| Field | Detail |
|---|---|
| Company | Arcellx, INC. (ACLX) |
| Form Type | SC 13D/A |
| Filed Date | Mar 25, 2024 |
| Risk Level | medium |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.0001, $70.55 |
| Sentiment | neutral |
Sentiment: neutral
Topics: ownership-change, sec-filing, biotech
Related Tickers: ACLX
TL;DR
SR One Capital Management updated their Arcellx filing, showing continued involvement.
AI Summary
SR One Capital Management, LLC, through its affiliated entities, has amended its Schedule 13D filing regarding Arcellx, Inc. as of March 25, 2024. The filing indicates a change in beneficial ownership, with SR One Capital Fund I Aggregator, LP, SR One Capital Partners I, LP, SR One Co-Invest II Manager, LLC, and SR One Co-Invest II, LLC being group members. The filing does not specify a dollar amount or percentage of shares held, but it signifies an active stake by SR One in Arcellx.
Why It Matters
This amendment to the 13D filing by SR One Capital Management signals ongoing strategic interest and potential influence over Arcellx, Inc., a company in the biological products sector.
Risk Assessment
Risk Level: medium — Changes in beneficial ownership filings can indicate shifts in investor strategy, potentially impacting stock price and corporate governance.
Key Players & Entities
- SR One Capital Management, LLC (company) — Filing entity
- Arcellx, Inc. (company) — Subject company
- SR One Capital Fund I Aggregator, LP (company) — Group member
- SR One Capital Partners I, LP (company) — Group member
- SR One Co-Invest II Manager, LLC (company) — Group member
- SR One Co-Invest II, LLC (company) — Group member
- Sasha Keough (person) — Authorized to receive notices
FAQ
What is the primary purpose of this SC 13D/A filing?
This filing is an amendment to a Schedule 13D, indicating a change in beneficial ownership of Arcellx, Inc. by SR One Capital Management, LLC and its affiliated entities.
Who are the key entities involved in this filing?
The filing involves Arcellx, Inc. as the subject company and SR One Capital Management, LLC, along with its group members SR One Capital Fund I Aggregator, LP, SR One Capital Partners I, LP, SR One Co-Invest II Manager, LLC, and SR One Co-Invest II, LLC, as the reporting persons.
What is the date of the change in beneficial ownership reported?
The date as of which the change in beneficial ownership is reported is March 25, 2024.
Where is Arcellx, Inc. headquartered?
Arcellx, Inc. is headquartered at 800 Bridge Parkway, Redwood City, CA 94065.
Who is authorized to receive notices for SR One Capital Management, LLC regarding this filing?
Sasha Keough, c/o SR One Capital Management, LP, 985 Old Eagle School Road, Suite 511, Wayne, PA 19087, is authorized to receive notices.
Filing Stats: 2,434 words · 10 min read · ~8 pages · Grade level 11.5 · Accepted 2024-03-25 18:41:27
Key Financial Figures
- $0.0001 — me of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 0394
- $70.55 — ructured as a block trade at a price of $70.55 per share. Depending on market conditio
Filing Documents
- d817285dsc13da.htm (SC 13D/A) — 118KB
- d817285dex991.htm (EX-99.1) — 10KB
- 0001193125-24-076682.txt ( ) — 130KB
of the Schedule 13D is hereby amended and supplemented as follows
Item 1 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment No. 5 (this Amendment No. 5 ) to Schedule 13D amends and supplements the statements on the Schedule 13D originally filed with the SEC by the Reporting Persons on February 17, 2022, Amendment No. 1 filed with the SEC by the Reporting Persons on June 27, 2022, Amendment No. 2 filed with the SEC by the Reporting Persons on May 19, 2023 ( Amendment No. 2 ), Amendment No. 3 filed with the SEC by the Reporting Persons on June 2, 2023 ( Amendment No. 3 ) and Amendment No. 4 filed with the SEC by the Reporting Persons on December 18, 2023 ( Amendment No. 4 ) relating to the common stock, $0.0001 par value per share (the Common Stock ) of Arcellx, Inc., a Delaware corporation (the Issuer ). The address of the Issuers principal executive offices is 25 West Watkins Mill Road, Suite A, Gaithersburg, Maryland 20878. Certain terms used but not defined in this Amendment No. 5 have the meanings assigned thereto in the Schedule 13D (including Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 thereto). Except as specifically provided herein, this Amendment No. 5 does not modify any of the information previously reported on the Schedule 13D (including Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 thereto). Item3. Source and Amount of Funds or Other Consideration . N/A. The Reporting Persons sold Common Stock. Item4. Purpose of Transaction . The response set forth in Item 4 of the Schedule 13D is hereby supplemented as follows: On March 21, 2024, (1) SR One Fund I Aggregator LP ( Aggregator ) sold 504,263 shares of the Issuers Common Stock and (2) SR One Co-Invest II, LLC ( Co-Invest II ) sold 295,737 shares of the Issuers Common Stock in a transaction structured as a block trade at a price of $70.55 per share. Depending on market conditions, their continuing evaluation of the business and prospects of the Issuer and other factors, Aggrega
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this Dated: March 25, 2024 SR ONE CAPITAL FUND I AGGREGATOR, L.P. By: SR One Capital Partners I, LP By: SR One Capital Management, LLC By: /s/ Sasha Keough Name: Sasha Keough Title: Attorney-in-Fact SR ONE CAPITAL PARTNERS I, LP By: SR One Capital Management, LLC, its General Partner By: /s/ Sasha Keough Name: Sasha Keough Title: Attorney-in-Fact SR ONE CO-INVEST II, LP By: SR One Co-Invest II Manager, LLC its Manager By: SR One Capital Management, LLC, its Manager By: /s/ Sasha Keough Name: Sasha Keough Title: Attorney-in-Fact SR ONE CO-INVEST II MANAGER, LLC By: SR One Capital Management, LLC, its Manager By: /s/ Sasha Keough Name: Sasha Keough Title: Attorney-in-Fact SR ONE CAPITAL MANAGEMENT, LLC By: /s/ Sasha Keough Name: Sasha Keough Title: Attorney-in-Fact * Simeon George */s/ Sasha Keough Sasha Keough As attorney-in-fact This Amendment No. 5 was executed by Sasha Keough on behalf of the entities and individual listed above pursuant to a Power of Attorney, a copy of which is attached as Exhibit 2 to Amendment No. 2.