Cartesian Therapeutics, Inc. — Director's Dealing 2023

Nov 15, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Cartesian Therapeutics, Inc. (RNAC)
CIK: 0001453687
Period of Report: 2023-11-13

Reporting Person: Jewell Christopher M (Chief Scientific Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-11-13	Stock Option (Right to Buy)	$107.59	A	4276.454	Acquired	2033-01-15	Series A Non-Voting Convertible Preferred Stock (4276.454)	Direct

Footnotes

F1: Option is currently exercisable for 2,539.177 shares of Series A Non-Voting Convertible Preferred Stock of the issuer ("Series A Preferred Stock") and becomes exercisable for an additional 89.093 shares each month until it is fully exercisable.

F2: Following the approval by the stockholders of the issuer of the conversion of the Series A Preferred Stock into shares of common stock of the issuer ("Common Stock"), each share of Series A Preferred Stock will be convertible into 1,000 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than 19.9% of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.

F3: On November 13, 2023, the issuer acquired Cartesian Therapeutics, Inc. ("Cartesian") in accordance with the terms of an Agreement and Plan of Merger, dated November 13, 2023. Options to purchase Cartesian common stock held by the reporting person were converted into options to purchase shares of Series A Preferred Stock in connection with the acquisition.