0001209191-22-008281.txt : 20220210
0001209191-22-008281.hdr.sgml : 20220210
20220210084109
ACCESSION NUMBER: 0001209191-22-008281
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220208
FILED AS OF DATE: 20220210
DATE AS OF CHANGE: 20220210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: George Simeon
CENTRAL INDEX KEY: 0001595117
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41259
FILM NUMBER: 22610951
MAIL ADDRESS:
STREET 1: 161 WASHINGTON STREET
STREET 2: SUITE 500
CITY: CONSHOHOCKEN
STATE: PA
ZIP: 19428
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SR ONE CAPITAL MANAGEMENT, LLC
CENTRAL INDEX KEY: 0001853723
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41259
FILM NUMBER: 22610955
BUSINESS ADDRESS:
STREET 1: 985 OLD EAGLE SCHOOL ROAD
STREET 2: SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
BUSINESS PHONE: (610) 766-2240
MAIL ADDRESS:
STREET 1: 985 OLD EAGLE SCHOOL ROAD
STREET 2: SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SR One Capital Fund I Aggregator LP
CENTRAL INDEX KEY: 0001848319
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41259
FILM NUMBER: 22610953
BUSINESS ADDRESS:
STREET 1: C/O DESIGN THERAPEUTICS, INC.
STREET 2: 6005 HIDDEN VALLEY ROAD, SUITE 110
CITY: CARLSBAD
STATE: CA
ZIP: 92011
BUSINESS PHONE: 858-293-4900
MAIL ADDRESS:
STREET 1: C/O DESIGN THERAPEUTICS, INC.
STREET 2: 6005 HIDDEN VALLEY ROAD, SUITE 110
CITY: CARLSBAD
STATE: CA
ZIP: 92011
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SR One Co-Invest II Manager, LLC
CENTRAL INDEX KEY: 0001910324
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41259
FILM NUMBER: 22610950
BUSINESS ADDRESS:
STREET 1: 985 OLD EAGLE SCHOOL ROAD
STREET 2: SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
BUSINESS PHONE: 610-766-2240
MAIL ADDRESS:
STREET 1: 985 OLD EAGLE SCHOOL ROAD
STREET 2: SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SR ONE CAPITAL PARTNERS I, LP
CENTRAL INDEX KEY: 0001853724
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41259
FILM NUMBER: 22610954
BUSINESS ADDRESS:
STREET 1: 985 OLD EAGLE SCHOOL ROAD
STREET 2: SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
BUSINESS PHONE: (610) 766-2240
MAIL ADDRESS:
STREET 1: 985 OLD EAGLE SCHOOL ROAD
STREET 2: SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SR One Co-Invest II, LLC
CENTRAL INDEX KEY: 0001867644
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41259
FILM NUMBER: 22610952
BUSINESS ADDRESS:
STREET 1: C/O SR ONE CAPITAL MANAGEMENT, LP
STREET 2: 985 OLD EAGLE SCHOOL ROAD, SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
BUSINESS PHONE: 610-567-1000
MAIL ADDRESS:
STREET 1: C/O SR ONE CAPITAL MANAGEMENT, LP
STREET 2: 985 OLD EAGLE SCHOOL ROAD, SUITE 511
CITY: WAYNE
STATE: PA
ZIP: 19087
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Arcellx, Inc.
CENTRAL INDEX KEY: 0001786205
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 472855917
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 25 WEST WATKINS MILL ROAD
STREET 2: SUITE A
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
BUSINESS PHONE: 240-723-6641
MAIL ADDRESS:
STREET 1: 25 WEST WATKINS MILL ROAD
STREET 2: SUITE A
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-02-08
0
0001786205
Arcellx, Inc.
ACLX
0001853723
SR ONE CAPITAL MANAGEMENT, LLC
985 OLD EAGLE SCHOOL ROAD
SUITE 511
WAYNE
PA
19087
0
0
1
0
0001853724
SR ONE CAPITAL PARTNERS I, LP
985 OLD EAGLE SCHOOL ROAD
SUITE 511
WAYNE
PA
19087
0
0
1
0
0001848319
SR One Capital Fund I Aggregator LP
985 OLD EAGLE SCHOOL ROAD
SUITE 511
WAYNE
PA
19087
0
0
1
0
0001867644
SR One Co-Invest II, LLC
985 OLD EAGLE SCHOOL ROAD
SUITE 511
WAYNE
PA
19087
0
0
1
0
0001595117
George Simeon
985 OLD EAGLE SCHOOL ROAD
SUITE 511
WAYNE
PA
19087
0
0
1
0
0001910324
SR One Co-Invest II Manager, LLC
985 OLD EAGLE SCHOOL ROAD
SUITE 511
WAYNE
PA
19087
0
0
1
0
Common Stock
2022-02-08
4
C
0
1550309
A
1550309
I
See Footnote
Common Stock
2022-02-08
4
C
0
666651
A
2216960
I
See Footnote
Common Stock
2022-02-08
4
C
0
533389
A
2750349
I
See Footnote
Common Stock
2022-02-08
4
C
0
649795
A
3400144
I
See Footnote
Common Stock
2022-02-08
4
P
0
66667
15.00
A
3466811
I
See Footnote
Common Stock
2022-02-08
4
C
0
433196
A
433196
I
See Footnote
Common Stock
2022-02-08
4
P
0
1600000
15.00
A
2033196
I
See Footnote
Series A Preferred Stock
2022-02-08
4
C
0
1550309
D
Common Stock
1550309
0
I
See Footnote
Series B-1 Preferred Stock
2022-02-08
4
C
0
666651
D
Common Stock
666651
0
I
See Footnote
Series B-2 Preferred Stock
2022-02-08
4
C
0
533389
D
Common Stock
533389
0
I
See Footnote
Series C Preferred Stock
2022-02-08
4
C
0
649795
D
Common Stock
649795
0
I
See Footnote
Series C Preferred Stock
2022-02-08
4
C
0
433196
D
Common Stock
433196
0
I
See Footnote
All outstanding shares of Preferred Stock will automatically convert into shares of Common Stock at the Reporting Person's election and automatically upon the closing of the initial public offering of Arcellx, Inc. (the "Issuer"). The Preferred Stock has no expiration date.
The reported securities are held directly by SR One Capital Fund I Aggregator, LP. SR One Capital Partners I, LP is the general partner of SR One Capital Fund I Aggregator, LP, and SR One Capital Management, LLC is the general partner of SR One Capital Partners I, LP. Simeon George is the managing member of SR One Capital Management, LLC. Each of SR One Capital Partners I, LP, SR One Capital Management, LLC and Mr. George may each be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
SR One Capital Fund I Aggregator, LP purchased 66,667 shares of Common Stock of the Issuer in connection with the Issuer's public offering.
The reported securities are held directly by SR One Co-Invest II, LLC. SR One Co-Invest Manager II, LLC is the managing member of SR One Co-Invest II, LLC, and SR One Capital Management, LLC is the managing member of SR One Co-Invest Manager II, LLC. Simeon George is the managing member of SR One Capital Management, LLC. Each of SR One Co-Invest Manager II, LLC, SR One Capital Management, LLC and Mr. George may each be deemed to have shared power to vote or dispose of these shares, and each disclaims beneficial ownership of the shares except to the extent of any pecuniary interest therein.
SR One Co-Invest II, LLC purchased 1,600,000 shares of Common Stock of the Issuer in connection with the Issuer's public offering.
SR ONE CAPITAL MANAGEMENT, LLC, By: /s/ Simeon George, Member
2022-02-10
SR ONE CAPITAL PARTNERS I, LP, By: SR One Capital Management, LLC, its General Partner, By: /s/ Simeon George, Member
2022-02-10
SR ONE CAPITAL FUND I AGGREGATOR, L.P., By: SR One Capital Partners I, LP, its General Partner, By: SR One Capital Management, LLC, its General Partner, By: /s/ Simeon George, Member
2022-02-10
SR ONE CO-INVEST II, LLC, by SR One Co-Invest Manager II, LLC, its Managing Member, By: SR One Capital Management, LLC, its Managing Member, By: /s/ Simeon George, Managing Member
2022-02-10
/s/ Simeon George
2022-02-10
SR ONE CO-INVEST MANAGER II, LLC, By: SR One Capital Management, LLC, its Managing Member, By: /s/ Simeon George, Managing Member
2022-02-10