Timothy A. Springer - Apr 8, 2024 Form 4 Insider Report for Cartesian Therapeutics, Inc. (RNAC)

Role
Director, 10%+ Owner
Signature
/s/ Matthew Bartholomae, Attorney-in-Fact for Timothy A. Springer
Stock symbol
RNAC
Transactions as of
Apr 8, 2024
Transactions value $
$0
Form type
4
Date filed
4/10/2024, 09:40 PM
Previous filing
Mar 26, 2024
Next filing
Jun 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -124K -100% 0 Apr 8, 2024 Direct F1
transaction RNAC Common Stock Options Exercise +4.13M +1658.62% 4.38M Apr 8, 2024 Direct F1, F2
transaction RNAC Series A Non-Voting Convertible Preferred Stock Options Exercise -24.8K -100% 0 Apr 8, 2024 See Footnote F1, F3
transaction RNAC Common Stock Options Exercise +826K +75.01% 1.93M Apr 8, 2024 See Footnote F1, F2, F3
holding RNAC Common Stock 3.49K Apr 8, 2024 By wife F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding RNAC Stock Option (Right to Buy) 7.6K Apr 8, 2024 Common Stock 7.6K $19.66 Direct F2, F4
holding RNAC Warrant (Right to Buy) 167K Apr 8, 2024 Common Stock 167K $46.50 See Footnote F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 27, 2024, the issuer held a special meeting of stockholders (the "Special Meeting"). At the Special Meeting, the stockholders of the issuer approved a 1-for-30 reverse stock split (the "Reverse Stock Split") of the issuer's common stock ("Common Stock") and the conversion of the issuer's Series A Non-Voting Convertible Preferred Stock ("Series A Preferred Stock") into shares of Common Stock. On April 8, 2024, the conversion of the majority of the shares of Series A Preferred Stock occurred automatically (the "Automatic Conversion"). The remaining shares of Series A Preferred Stock remain subject to certain beneficial ownership limitations described in the issuer's filings with the Securities and Exchange Commission. At the time of the Automatic Conversion, all of the reporting person's shares of Series A Preferred Stock converted into shares of Common Stock.
F2 On April 4, 2024, the issuer effected the "Reverse Stock Split". The amount of securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.
F3 Held by TAS Partners LLC. The reporting person is the managing member of TAS Partners LLC. The reporting person disclaims beneficial ownership of the securities held by TAS Partners LLC except to the extent of his pecuniary interest therein, if any.
F4 This award will vest in 36 equal monthly installments, so that it shall be fully vested on the third anniversary of the date of grant.