Tax-withholding sale by Arcellx (NASDAQ: ACLX) director Elghandour
Rhea-AI Filing Summary
Arcellx, Inc. director and officer Rami Elghandour reported multiple stock transactions. On February 27, 2026, he completed an open-market, broker-assisted sale of 89,916 shares of common stock at a weighted average price of $113.9204 per share to cover tax withholding obligations from previously vested restricted stock units.
Following this sale, he held 276,051 shares directly. Earlier in January 2026, he acquired 55,991, 53,098 and 55,459 shares of common stock through exercises or conversions of derivative securities at $0.0000 per share. In addition, 198,000 shares and 218,500 shares are held indirectly in spousal lifetime access non-grantor trusts, where he may be deemed to have beneficial ownership but disclaims ownership except for any pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Filing shows tax-related share sale offset by prior option exercises.
Arcellx director and officer Rami Elghandour reported an open-market sale of 89,916 common shares at a weighted average price of $113.9204 per share. A footnote explains this was a broker-assisted sale to satisfy tax withholding tied to vested restricted stock units, not a discretionary cash-raising sale.
The filing also lists three earlier transactions in January 2026, where he acquired 55,991, 53,098 and 55,459 common shares at $0.0000 per share through exercises or conversions of derivative securities. Combined with indirect holdings in two spousal lifetime access non-grantor trusts, this indicates continued substantial exposure to Arcellx equity despite the tax-driven sale.
Overall, this appears to be routine insider activity associated with equity compensation vesting rather than a signal of a change in outlook. Subsequent company filings may provide further context on future equity compensation or additional insider transactions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 89,916 | $113.9204 | $10.24M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| Exercise | Common Stock | 55,991 | $0.00 | -- |
| Exercise | Common Stock | 53,098 | $0.00 | -- |
| Exercise | Common Stock | 55,459 | $0.00 | -- |
Footnotes (1)
- Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. Vesting of these RSUs previously reported in the Form 4 filed January 6, 2026. Represents a broker-assisted sale to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units. Represents the weighted average share price of an aggregate total of 89,916 shares sold in the price range of $113.83 to $114.25 by the Reporting Person. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. Shares held by a spousal lifetime access non-grantor trust, of which the Reporting Person's spouse is the beneficiary and for which the Reporting Person may be deemed to have Section 16 beneficial ownership. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose. Shares held by a spousal lifetime access non-grantor trust of which the Reporting Person is a beneficiary and for which the Reporting Person may be deemed to have Section 16 beneficial ownership. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
