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.
ACLX: A Form 144 notice indicates a planned sale of up to 5,946 shares of common stock with an aggregate market value of $488,999.04. The shares are listed on NASDAQ and the sale is approximately dated October 3, 2025, with Morgan Stanley Smith Barney LLC named as broker.
The securities were acquired as Restricted Stock Units on January 3, 2025. The filing lists 55,458,912 shares outstanding as context.
Arcellx insider sales disclosed on Form 4: Christopher Heery, identified as a director and Chief Medical Officer, reported multiple sales of Arcellx common stock on 09/30/2025 executed under a Rule 10b5-1 trading plan established on March 23, 2025. The filings show three sale transactions totaling 21,034 shares — 5,300 shares at a weighted average price of $80.5518, 14,204 shares at a weighted average price of $81.4584, and 1,530 shares at a weighted average price of $82.198. Following those reported transactions the Form lists beneficial ownership amounts of 16,358, 2,154, and 624 shares on the respective lines. The Form 4 is signed and dated 09/30/2025.
Arcellx insider sale disclosed: Chief Medical Officer Christopher Heery reported a sale of 73 shares of Arcellx common stock on 09/29/2025 at $80.16 per share, leaving him with 21,658 shares held directly. The filing states the sale was executed under a Rule 10b5-1 trading plan established on March 23, 2025, indicating the transaction followed a prearranged compliance program.
This disclosure is a routine insider disposition that documents the number of shares sold, the price, and the resulting direct ownership stake; no derivative transactions or other material changes in ownership are reported.
Arcellx insider sale under 10b5-1 plan. The chief medical officer sold 12,396 shares of Arcellx common stock under a Rule 10b5-1 trading plan, at a weighted average price of $80.119 per share, and now beneficially owns 21,731 shares. The filing reports the transaction as a sale and identifies the sale price range as $80.00 to $80.41 with the weighted average disclosed. The reporting person indicates the sale was pre-arranged under a March 23, 2025 10b5-1 plan and offers to provide breakdown by price on request.
Heery Christopher, Chief Medical Officer of Arcellx, Inc. (ACLX), reported sales of company common stock under a Rule 10b5-1 trading plan. On 09/18/2025 he sold 3,343 shares at a weighted average price of $80.0085, leaving him with 34,427 shares beneficially owned after that transaction. On 09/19/2025 he sold an additional 300 shares at $80.00, leaving 34,127 shares beneficially owned. The Form 4 was signed by an attorney-in-fact on 09/19/2025.
The filing notes the sales were effected pursuant to a 10b5-1 plan entered March 23, 2025, and that the post-transaction totals include 284 shares acquired under the issuer's 2022 Employee Stock Purchase Plan on May 14, 2025. No derivative transactions or other changes were reported.
Heery Christopher, Chief Medical Officer of Arcellx, Inc. (ACLX), reported sales of company common stock under a Rule 10b5-1 trading plan. On 09/18/2025 he sold 3,343 shares at a weighted average price of $80.0085, leaving him with 34,427 shares beneficially owned after that transaction. On 09/19/2025 he sold an additional 300 shares at $80.00, leaving 34,127 shares beneficially owned. The Form 4 was signed by an attorney-in-fact on 09/19/2025.
The filing notes the sales were effected pursuant to a 10b5-1 plan entered March 23, 2025, and that the post-transaction totals include 284 shares acquired under the issuer's 2022 Employee Stock Purchase Plan on May 14, 2025. No derivative transactions or other changes were reported.
Arcellx, Inc. (ACLX) filed a Form 144 notifying the proposed sale of 37,486 common shares through Morgan Stanley Smith Barney on 09/18/2025 with an aggregate market value of $2,864,680.12. The filing lists total shares outstanding as 55,458,912, meaning the proposed sale equals approximately 0.0676% of outstanding shares. The securities being offered were acquired through three routes: restricted stock units granted on 01/02/2025 (28,208 shares), participation in an employee stock purchase plan on 05/12/2023 (1,483 shares), and previously exercised stock options on 09/03/2024 (7,795 shares). No securities were reported sold in the past three months. The filer certifies they are not aware of undisclosed material adverse information.
Arcellx, Inc. (ACLX) filed a Form 144 notifying the proposed sale of 37,486 common shares through Morgan Stanley Smith Barney on 09/18/2025 with an aggregate market value of $2,864,680.12. The filing lists total shares outstanding as 55,458,912, meaning the proposed sale equals approximately 0.0676% of outstanding shares. The securities being offered were acquired through three routes: restricted stock units granted on 01/02/2025 (28,208 shares), participation in an employee stock purchase plan on 05/12/2023 (1,483 shares), and previously exercised stock options on 09/03/2024 (7,795 shares). No securities were reported sold in the past three months. The filer certifies they are not aware of undisclosed material adverse information.
T. Rowe Price Investment Management, Inc. reports holding 6,275,907 shares of Arcellx Inc. common stock, representing 11.3% of the class. The filing shows 6,135,986 shares with sole voting power and 6,275,204 shares with sole dispositive power, with no shared voting or dispositive power reported. The filer states these shares are held in the ordinary course of business and not for the purpose of influencing control. The Schedule 13G classification and disclosed holdings indicate a material passive stake above the 5% reporting threshold.
Arcellx insider transaction: Rami Elghandour, President, CEO and Chairman, reported a disposition of 546,938 shares of Arcellx common stock on 08/28/2025 at a reported price of $70.25 per share. The filing states these shares were forfeited to satisfy the reporting person’s tax withholding obligations in connection with the settlement of performance-based restricted stock units that vested on February 27, 2025. After the reported disposition, the reporting person beneficially owns 617,919 shares. The Form 4 was signed by an attorney-in-fact on 08/29/2025.
Amendment No. 4 to Schedule 13D reports that New Enterprise Associates 15, L.P. ("NEA 15") now holds 3,045,262 shares of Arcellx, Inc. common stock, which the filing states represents 5.49% of the 55,458,912 shares outstanding used for the calculation. The amendment documents pro rata distributions on August 12, 2025: NEA 15 distributed 700,000 shares to its partners and NEA Partners 15 distributed 168,217 shares to its limited partners, resulting in NEA 15 holding the stated 3,045,262 shares.
The filing clarifies that the Reporting Persons (NEA entities and four named managers) acquired and hold the shares for investment purposes and currently have no present plans to effectuate transactions or corporate changes such as mergers, board changes, material asset sales or changes to capitalization. The cover sheets show shared voting and dispositive power over the NEA 15 Shares and reflect that Scott D. Sandell may be deemed to beneficially own additional small blocks held in trusts, giving him an aggregate 3,055,360 shares (5.51%).
Arcellx, Inc. (ACLX) Form 4 filed for reporting person Ali Behbahani shows pro rata distributions of common stock from NEA Partners 15, L.P. on August 12, 2025. The reporting person received 1,586 shares directly, recorded as an acquisition at $0.00. The Ali Behbahani Revocable Trust dated June 26, 2015 received 2,621 shares in the same distribution; the trust holds those shares directly while Mr. Behbahani disclaims beneficial ownership for any portion where he lacks a pecuniary interest. Post-transaction holdings are reported as 1,925 shares direct and 2,706 shares indirect.