Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | KLRS | Common Stock | Award | +11.4M | 11.4M | Mar 18, 2025 | See footnote | F1, F2, F3 |
Id | Content |
---|---|
F1 | Shares issued upon closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 7, 2024 (the "Merger Agreement"), by and among the Issuer, Aurora Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Issuer, and Kalaris Tx, Inc. (previously named Kalaris Therapeutics, Inc.), a Delaware corporation ("KTx"), in exchange for outstanding shares of KTx pursuant to the terms and conditions of the Merger Agreement (such transaction, the "Merger"). |
F2 | Pursuant to the terms of the Merger Agreement, as of the effective time of the Merger, each share of KTx common stock was converted into and became exchangeable for the right to receive 0.2016 shares of common stock of the Issuer. |
F3 | Shares held by Samsara BioCapital, L.P. ("Samsara LP"). Samsara BioCapital GP, LLC is the general partner of Samsara LP and may be deemed to beneficially own the shares held by Samsara LP. Dr. Srinivas Akkaraju, MD, Ph.D. has voting and investment power over the shares held by Samsara LP and, accordingly, may be deemed to beneficially own the shares held by Samsara LP. Dr. Akkaraju disclaims beneficial ownership in these shares except to the extent of his pecuniary interest therein. |