Celularity Inc — Director's Dealing 2025

Jan 28, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Celularity Inc (CELU)
CIK: 0001752828
Period of Report: 2025-01-24

Reporting Person: Lim Kok Thay (N/A)
Reporting Person: Dragasac Ltd (N/A)
Reporting Person: Genting Berhad (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-01-24	Class A Common Stock	X	535274	$2.07	Acquired	5682649	Indirect
2025-01-24	Class A Common Stock	X	652981	$2.07	Acquired	6335630	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-01-24	Warrants (Right to Buy)	$2.4898	J	535274	Disposed	2029-01-16	Class A Common Stock (535274)	Indirect
2025-01-24	Warrants (Right to Buy)	$2.07	J	535274	Acquired	2029-01-16	Class A Common Stock (535274)	Indirect
2025-01-24	Warrants (Right to Buy)	$2.4898	J	652981	Disposed	2030-03-16	Class A Common Stock (652981)	Indirect
2025-01-24	Warrants (Right to Buy)	$2.07	J	652981	Acquired	2030-03-16	Class A Common Stock (652981)	Indirect
2025-01-24	Warrants (Right to Buy)	$2.07	X	535274	Disposed	2029-01-16	Class A Common Stock (535274)	Indirect
2025-01-24	Warrants (Right to Buy)	$2.07	X	652981	Disposed	2030-03-16	Class A Common Stock (652981)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	2531	Direct

Footnotes

F1: These numbers have been adjusted to reflect the 1-for-10 reverse stock split the Issuer effected on February 28, 2024 (the "Reverse Stock Split").

F2: These securities are directly held by Dragasac Limited ("Dragasac"), which is an indirect wholly-owned subsidiary of Genting Berhad, a public company listed on the Malaysian stock exchange. Lim Kok Thay is an indirect beneficial owner of the largest shareholder of Genting Berhad, where he serves as Chief Executive and Chairman of the Board. Each of Genting Berhad and Mr. Lim disclaims beneficial ownership over these securities except to the extent of its or his pecuniary interest therein.

F3: On January 24, 2025, the Issuer amended and restated the terms of the 652,981 warrants (as adjusted for the Reverse Stock Split) that Dragasac received in connection with the merger of GX Acquisition Corp. and the Issuer on July 16, 2021, as well as the 535,274 warrants (as adjusted for the Reverse Stock Split) that Dragasac received in connection with a securities purchase agreement between the Issuer and Dragasac on January 12, 2024, in order to adjust the exercise price from $2.4898 per share of Class A Common Stock (as adjusted for the Reverse Stock Split) to $2.07 per share of Class A Common Stock.