Chang Family Trusts Report Combined 11.14M ALLO Shares (5.0%)

Rhea-AI Filing Summary

Allogene Therapeutics' Schedule 13G/A shows that David D. Chang, M.D., Ph.D., and related family trusts report combined beneficial ownership of 11,136,728 shares of common stock, representing 5.0% of the class. The filing states that this total includes 5,413,414 shares issuable upon exercise of options exercisable within 60 days, and breaks out voting and dispositive power as 8,223,532 shares sole and 2,913,196 shares shared. Separate trusts—the Chang 2006 Family Trust, JEC 2019 Trust and RTC 2019 Trust—report holdings of 1,201,108, 856,044 and 856,044 shares respectively, representing 0.5% and two 0.4% stakes. The percentage is calculated using 218,730,809 shares outstanding as disclosed by the issuer.

Positive

• Aggregate beneficial ownership disclosed at 11,136,728 shares, equal to 5.0% of the outstanding class
• Includes 5,413,414 options exercisable within 60 days, aligning insider economic interests with shareholders

Negative

• Concentration of voting power with 8,223,532 shares held with sole voting power
• Significant portion of the position is option-based, which may change ownership dynamics if exercised

Insights

Financial Analyst

TL;DR: Insider ownership totals 5.0%, including large option positions exercisable soon, indicating meaningful insider economic exposure but not a control change.

The filing discloses a 5.0% aggregate stake (11,136,728 shares) held by Dr. Chang and affiliated trusts, of which ~48.6% (5,413,414 shares) are option-based and exercisable within 60 days. Sole voting power exceeds shared power, showing where voting influence resides. For valuation or liquidity analysis, the option component can dilute or shift timing of economic exposure and should be modeled explicitly. Overall, this is a material disclosure of insider alignment but lacks signs of an activist or control intent.

Corporate Governance Expert

TL;DR: Beneficial ownership by a single executive above 5% triggers governance attention but the filing shows routine disclosure, not overt control or a group action.

The report identifies Dr. Chang as beneficial owner and co-trustee of three trusts holding combined positions. The mix of sole (8,223,532) and shared (2,913,196) voting power is relevant for board engagement and vote planning. The filing indicates no group formation or additional parties; Itemized disclosures (e.g., trusts, option exercise within 60 days) enable clear assessment of who can direct votes. No immediate governance red flags are presented, though stakeholders should note concentration and option-driven potential shifts in ownership.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)

Allogene Therapeutics, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

019770106

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 019770106

1

Names of Reporting Persons

David D. Chang, M.D., Ph.D.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 8,223,532.00
6	Shared Voting Power 2,913,196.00
7	Sole Dispositive Power 8,223,532.00
8	Shared Dispositive Power 2,913,196.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

11,136,728.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.0 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. 019770106

1

Names of Reporting Persons

Chang 2006 Family Trust

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,201,108.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,201,108.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,201,108.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.5 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 019770106

1

Names of Reporting Persons

JEC 2019 Trust

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 856,044.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 856,044.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

856,044.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.4 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 019770106

1

Names of Reporting Persons

RTC 2019 Trust

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 856,044.00
7	Sole Dispositive Power
8	Shared Dispositive Power 856,044.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

856,044.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.4 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Allogene Therapeutics, Inc.
(b)	Address of issuer's principal executive offices: 210 East Grand Avenue, South San Francisco, CA, 94080.
Item 2.
(a)	Name of person filing: David D. Chang, M.D., Ph.D. Chang 2006 Family Trust JEC 2019 Trust RTC 2019 Trust
(b)	Address or principal business office or, if none, residence: David D. Chang, M.D., Ph.D.: 1755 Ocean Avenue, #803, Santa Monica, CA 90401 Chang 2006 Family Trust: 1755 Ocean Avenue, #803, Santa Monica, CA 90401 JEC 2019 Trust: 1755 Ocean Avenue, #803, Santa Monica, CA 90401 RTC 2019 Trust: 1755 Ocean Avenue, #803, Santa Monica, CA 90401
(c)	Citizenship: David D. Chang, M.D. Ph.D.: USA Chang 2006 Family Trust: California JEC 2019 Trust: California RTC 2019 Trust: California
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 019770106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of shares of Common Stock beneficially owned by such Reporting Person and is incorporated by reference. Row 9 of Dr. Chang's cover page includes 5,413,414 shares of common stock issuable within 60 days of June 30, 2025 upon the exercise of stock options held by Dr. Chang, and also includes (a) 1,201,108 shares of common stock beneficially owned by the Chang 2006 Family Trust, of which Dr. Chang is co-trustee, (b) 856,044 shares of common stock beneficially owned by the JEC 2019 Trust, of which Dr. Chang is co-trustee and (c) 856,044 shares of common stock beneficially owned by the RTC 2019 Trust, of which Dr. Chang is co-trustee.
(b)	Percent of class: Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the shares of Common Stock beneficially owned by such Reporting Person and is incorporated by reference. This percentage is calculated based on 218,730,809 shares of common stock outstanding as of May 9, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed on May 13, 2025.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Row 5 of each Reporting Person's cover page to this Schedule 13G/A sets forth the sole power to vote or to direct the vote of Common Stock beneficially owned by such Reporting Person and is incorporated by reference.
	(ii) Shared power to vote or to direct the vote: Row 6 of each Reporting Person's cover page to this Schedule 13G/A sets forth the shared power to vote or to direct the vote of Common Stock beneficially owned by such Reporting Person and is incorporated by reference.
	(iii) Sole power to dispose or to direct the disposition of: Row 7 of each Reporting Person's cover page to this Schedule 13G/A sets forth the sole power to dispose or to direct the disposition of Common Stock beneficially owned by such Reporting Person and is incorporated by reference.
	(iv) Shared power to dispose or to direct the disposition of: Row 8 of each Reporting Person's cover page to this Schedule 13G/A sets forth the shared power to dispose or to direct the disposition of Common Stock beneficially owned by such Reporting Person and is incorporated by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

David D. Chang, M.D., Ph.D.

Signature:	/s/ David D. Chang
Name/Title:	David D. Chang, M.D., Ph.D.
Date:	08/08/2025

Chang 2006 Family Trust

Signature:	/s/ David D. Chang
Name/Title:	By David D. Chang, M.D., Ph.D., Co-Trustee
Date:	08/08/2025

JEC 2019 Trust

Signature:	/s/ David D. Chang
Name/Title:	By David D. Chang, M.D., Ph.D., Co-Trustee
Date:	08/08/2025

RTC 2019 Trust

Signature:	/s/ David D. Chang
Name/Title:	By David D. Chang, M.D., Ph.D., Co-Trustee
Date:	08/08/2025

Exhibit Information

Joint Filing Agreement

FAQ

How many ALLO shares does David D. Chang beneficially own?

11,136,728 shares in aggregate, representing 5.0% of the outstanding class as reported in the filing.

Does the reported ownership include exercisable options for ALLO?

Yes. The aggregate includes 5,413,414 shares issuable upon exercise of stock options that are exercisable within 60 days of the reporting period.

What voting power does Dr. Chang hold in ALLO?

Sole voting power: 8,223,532 shares. Shared voting power: 2,913,196 shares, as disclosed on the cover pages.

Which trusts are reported and how many ALLO shares do they own?

Chang 2006 Family Trust: 1,201,108 shares (0.5%). JEC 2019 Trust: 856,044 shares (0.4%). RTC 2019 Trust: 856,044 shares (0.4%).

On what share base is the percentage ownership calculated for ALLO?

Percentage is based on 218,730,809 shares outstanding as referenced in the company disclosure used in the filing.