Welcome to our dedicated page for ARCELLX SEC filings (Ticker: ACLX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Arcellx, Inc. filings document the company's completed acquisition by Gilead Sciences and the related changes to its public-company status. The Form 8-K record covers completion of the transaction, material-event disclosure, capital-structure matters, and prior operating and financial results.
Arcellx's later regulatory record includes a Form 25 for removal of its common stock from Nasdaq listing and registration, followed by a Form 15 terminating or suspending Exchange Act reporting obligations for the class of securities. These filings establish the company's transition from a Nasdaq-listed biotechnology issuer to a wholly owned subsidiary with one holder of record.
Vestal Point Capital and Ryan Wilder have filed a Schedule 13G reporting beneficial ownership of 2,925,000 shares of Arcellx, Inc. common stock, representing 5.1% of the company’s outstanding shares.
The stake is held through the Vestal Point fund and a managed account, which have the right to receive dividends and sale proceeds. The ownership percentage is based on 57,822,871 Arcellx shares outstanding as of October 31, 2025. The filers certify the investment was made in the ordinary course of business and not for the purpose of influencing control of Arcellx.
Arcellx, Inc. (ACLX) has a significant shareholder group led by Paradigm BioCapital reporting passive ownership of its common stock. The reporting persons, including Paradigm BioCapital Advisors LP, its general partner, Senai Asefaw, M.D., and Paradigm BioCapital International Fund Ltd., collectively report beneficial ownership of 5,724,016 shares of common stock, representing 9.9% of the class, as of the close of business on December 31, 2025. This percentage is based on 57,822,871 shares outstanding as of October 31, 2025 as disclosed by Arcellx. The group certifies that the shares were not acquired and are not held for the purpose of changing or influencing control of Arcellx, indicating a passive investment stance rather than an activist position.
T. Rowe Price Investment Management, Inc. reported beneficial ownership of 10,560,425 shares of Arcellx Inc.18.3% of the class as of the event date December 31, 2025.
The firm has sole power to vote 10,266,287 shares and sole power to dispose of 10,554,934 shares, with no shared voting or dispositive power. It states the shares were acquired and are held in the ordinary course of business, not to influence control of Arcellx.
Arcellx, Inc. President, CEO and Chairman Rami Elghandour reported a bona fide gift of 198,000 shares of common stock on February 11, 2026. The shares were transferred for no consideration to a spousal lifetime access non‑grantor trust benefiting his spouse.
After the transfer, he directly held 365,967 common shares, and an additional 198,000 shares were held indirectly by the trust. He states he may be deemed to retain Section 16 beneficial ownership but expressly disclaims beneficial ownership except to the extent of any pecuniary interest.
Arcellx, Inc. insider Rami Elghandour reported a large family estate-planning transfer of company stock. On February 11, 2026, the reporting person’s spouse made a bona fide gift of 218,500 shares of Arcellx common stock, transferring them for no consideration to a spousal lifetime access non-grantor trust in which he is a beneficiary.
Following this transaction, the filing shows 563,967 shares of Arcellx common stock held directly and 218,500 shares held indirectly through the trust. The footnote states he may be deemed to continue to have Section 16 beneficial ownership of the transferred shares, while disclaiming beneficial ownership except to the extent of any pecuniary interest.
FMR LLC and Abigail P. Johnson filed an amended Schedule 13G reporting beneficial ownership of ARCELLX INC common stock. They report beneficial ownership of 3,563,728.46 shares, representing 6.2% of the common stock, as of an event dated 12/31/2025.
FMR LLC has sole voting power over 3,561,162.00 shares and sole dispositive power over 3,563,728.46 shares. Abigail P. Johnson reports sole dispositive power over the same 3,563,728.46 shares and no voting power. The securities are certified as held in the ordinary course of business, without a purpose of changing or influencing control of Arcellx.
Arcellx, Inc. director David Charles Lubner reported option exercises and share sales in the company’s stock. On January 20, 2026, he exercised a stock option for 6,000 shares of common stock at an exercise price of $6.28 per share, issued under Arcellx’s 2017 Equity Incentive Plan. On the same day, he sold 6,000 shares of common stock at a price of $75 per share pursuant to a pre-arranged Rule 10b5-1 trading plan that he entered into on September 29, 2025. After these transactions, he directly held 21,659 shares of Arcellx common stock and 59,405 stock options.
ACLX filed a notice of proposed sale under Rule 144 for 15,000 shares of its common stock. The shares are expected to be sold through Morgan Stanley Smith Barney LLC on the NASDAQ, with an aggregate market value of $1,034,100 based on the figures provided.
The shares to be sold were acquired on 01/20/2026 through the cash exercise of stock options granted by the issuer on the same date. ACLX reports that 57,822,871 shares of common stock were outstanding, giving context for the size of this planned sale.
A shareholder named Christopher Heery filed a Rule 144 notice to sell 5,882 shares of common stock through E-TRADE Financial Corporation, with an aggregate market value of $402,997.10. The shares relate to a company that had 57,917,336 shares outstanding, and the sale is expected to occur around 01/14/2026 on the NASDAQ exchange.
The securities to be sold were acquired on 01/06/2026 as restricted stock units from the issuer, with 13,064 shares acquired on that date. Over the prior three months, the same shareholder reported additional common stock sales of 340 shares on 11/17/2025 for $30,600.00, 6,131 shares on 01/12/2026 for $393,286.14, and 7,437 shares on 01/13/2026 for $487,213.08.
Arcellx, Inc. chief medical officer Christopher Heery reported equity award activity and a related share sale. On 01/06/2026, he acquired 13,064 shares of common stock at $0.00 per share through the vesting and settlement of previously reported restricted stock units, each RSU converting into one share. On 01/14/2026, he sold 5,882 shares of common stock at a weighted average price of $68.5136 per share in a broker-assisted transaction to cover tax withholding obligations tied to that RSU vesting.
After these transactions, Heery directly held 23,749 shares of Arcellx common stock.