X0609 4 2026-04-28 true 0001786205 Arcellx, Inc. ACLX 0001598542 Carroll Jill false 929 MAIN STREET SUITE 200 REDWOOD CITY CA 94063 true false false false false Common Stock 2026-04-28 4 U false 1479148 D 0 I See Note 2 Stock Option (right to buy) 37.94 2026-04-28 4 D false 11459 D 2033-06-14 Common Stock 11459 0 D Stock Option (right to buy) 51.30 2026-04-28 4 D false 8011 D 2034-05-28 Common Stock 8011 0 D Stock Option (right to buy) 63.68 2026-04-28 4 D false 9174 D 2035-05-29 Common Stock 9174 0 D Pursuant to the Agreement and Plan of Merger, dated February 22, 2026 (the "Merger Agreement"), by and among Arcellx, Inc. ("Company"), Gilead Sciences, Inc. ("Parent"), and Ravens Sub, Inc., a wholly owned subsidiary of Parent ("Purchaser"), the shares of common stock of Company that were tendered to Purchaser prior to the expiration time of the offer were exchanged for (x) $115.00 per share ("Closing Amount"), net to the seller in cash, without interest, subject to withholding tax, plus (y) one contractual contingent value right (a "CVR"), which represents the right to receive one contingent payment of $5.00 per CVR in cash, without interest, and subject to any withholding tax, pursuant to the terms and subject to the conditions of a contingent value rights agreement. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Purchaser merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Parent. The securities are directly held by SR One Capital Fund I Aggregator, LP ("SR One Fund I Aggregator"). SR One Capital Partners I, LP ("SR One Partners I") serves as the general partner of SR One Fund I Aggregator. The Reporting Person is a partner of SR One Capital Management, LP ("SR One Capital Management"), an entity affiliated with SR One Fund I Aggregator, and a limited partner of SR One Partners I. The Reporting Person disclaims beneficial ownership of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), except to the extent of her pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. Pursuant to the Merger Agreement, each outstanding option to purchase shares of Common Stock (a "Company Option"), whether or not vested, and which had a per share exercise price that was less than the Closing Amount, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the excess (if any) of (a) the Closing Amount over (b) the per share exercise price subject to such Company Option, multiplied by (y) the total number of shares subject to such Company Option immediately prior to the effective time of the Merger, and (ii) one (1) CVR for each share subject to such Company Option immediately prior to the effective time of the Merger. /s/ Sasha Keough, attorney-in-fact for Jill Carroll 2026-04-28