Celularity insider options on notes and warrants expire
Celularity Inc ten percent owner reports expiration of financing options held through a family trust.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
Celularity Inc ten percent owner reports expiration of financing options held through a family trust. The Philip & Daniele Barach Family Trust previously held options to purchase up to $2,000,000 in aggregate principal amount of convertible notes and to obtain up to 839,160 related warrants for Celularity Class A common stock.
These options expired according to their terms on June 19, 2026, and the expiration occurred with no consideration paid. The trust is or was the direct owner of all securities reported, while Philip Alan Barach is a trustee with independent voting and disposition power and may be deemed an indirect beneficial owner, subject to his pecuniary interest.
Insider Trade Summary
Other: 2,043,979 shares
Other
4 txns
Insider
Barach Philip Alan
Role
10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Convertible Notes | 1,204,819 | $0.00 | $0.00 |
| Other | Warrants | 839,160 | $0.00 | $0.00 |
| holding | Convertible Notes | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
Holdings After Transaction:
Convertible Notes — 1,807,229 contracts (Indirect, See Footnote);
Warrants — 3,707,457 contracts (Indirect, See Footnote)
Footnotes (3)
- F1. Represented shares of Class A Common Stock issuable upon the conversion of up to $2,000,000 in aggregate principal amount of convertible notes (the "Notes") that the Reporting Person had the option to purchase from the Issuer at any time until June 19, 2026. The option to purchase such Notes expired pursuant to its terms on June 19, 2026, and no consideration was paid in connection with such expiration.
- F2. Represented shares of Class A Common Stock issuable upon the exercise of up to 839,160 warrants (the "Warrants") that the Reporting Person had the option to obtain from the Issuer in connection with the purchase by the Reporting Person of the Notes at any time until June 19, 2026. Because the Reporting Person's option to purchase the Notes expired pursuant to its terms on June 19, 2026, the ability to obtain such Warrants also expired on such date.
- F3. The Philip & Daniele Barach Family Trust (the "Trust") is or was the direct owner of all securities reported herein. The Reporting Person is a trustee of the Trust and has independent power to vote and dispose of all securities held by the Trust. The Reporting Person may be deemed to be an indirect beneficial owner of the securities held by the Trust, and the Reporting Person disclaims beneficial ownership of the securities held by the Trust except to the extent of the Reporting Person's pecuniary interest therein.
Key Figures
Convertible note option size: $2,000,000 aggregate principal
Related warrants count: 839,160 warrants
Warrant exercise price: $2.0000 per share
+3 more
6 metrics
Convertible note option size
$2,000,000 aggregate principal
Maximum principal amount of notes subject to the expired option
Related warrants count
839,160 warrants
Warrants obtainable only in connection with purchasing the notes
Warrant exercise price
$2.0000 per share
Exercise price for warrants linked to Celularity Class A common stock
Convertible notes conversion price
$1.6600 per share
Price for converting the notes into Class A common stock
Restructuring-related derivatives
2,043,979 underlying shares
Underlying shares tied to J-code restructuring transactions
Warrant option expiry date
June 19, 2026
Date options to obtain warrants and purchase notes expired
Key Terms
Convertible Notes, aggregate principal amount, Warrants, indirect beneficial owner, +1 more
5 terms
Convertible Notes financial
"aggregate principal amount of convertible notes (the "Notes") that the Reporting Person had the option to purchase"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
aggregate principal amount financial
"conversion of up to $2,000,000 in aggregate principal amount of convertible notes"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
Warrants financial
"exercise of up to 839,160 warrants (the "Warrants") that the Reporting Person had the option to obtain"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
indirect beneficial owner financial
"The Reporting Person may be deemed to be an indirect beneficial owner of the securities held by the Trust"
pecuniary interest financial
"disclaims beneficial ownership of the securities held by the Trust except to the extent of the Reporting Person's pecuniary interest therein"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Celularity (CELU) insider Philip Alan Barach report in this Form 4?
He reported that options held through a family trust to purchase up to $2,000,000 of Celularity convertible notes, plus related warrants, expired on June 19, 2026. These options ended pursuant to their terms, and no consideration was paid at expiration.
How many Celularity warrants were affected by the June 19, 2026 expiration?
The expiration covered warrants tied to up to 839,160 shares of Celularity Class A common stock. These warrants were obtainable only in connection with purchasing the underlying convertible notes, so the ability to obtain them ended when the note purchase option expired.
What was the size of the Celularity convertible note option reported by CELU insider Barach?
The reported option related to convertible notes with up to $2,000,000 in aggregate principal amount. Shares of Class A common stock were issuable upon conversion of these notes, but the option to purchase the notes expired on June 19, 2026 without any consideration paid.
Who directly owned the Celularity securities reported in this Form 4 for CELU?
All securities were directly owned by The Philip & Daniele Barach Family Trust. Philip Alan Barach serves as a trustee with independent power to vote and dispose of the trust’s holdings and may be deemed an indirect beneficial owner, limited to his pecuniary interest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
