0001062993-23-015056.txt : 20230718
0001062993-23-015056.hdr.sgml : 20230718
20230718203611
ACCESSION NUMBER: 0001062993-23-015056
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230714
FILED AS OF DATE: 20230718
DATE AS OF CHANGE: 20230718
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upton Richard A
CENTRAL INDEX KEY: 0001375726
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40228
FILM NUMBER: 231095406
MAIL ADDRESS:
STREET 1: 12 MIDDLE STREET
CITY: AMHERST
STATE: NH
ZIP: 03031
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ALPHA HEALTHCARE ACQUISITION CORP III
CENTRAL INDEX KEY: 0001842939
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 5TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 646-494-3296
MAIL ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 5TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0508
4
2023-07-14
0001842939
ALPHA HEALTHCARE ACQUISITION CORP III
CTCX
0001375726
Upton Richard A
C/O CARMELL THERAPEUTICS CORPORATION
2403 SIDNEY STREET, SUITE 300
PITTSBURGH
PA
15203
1
0
0
0
0
Common Stock
1230484
I
Carmell Series of Harbor Light Direct Investment, LLC
Common Stock
108535
I
Harbor Light Direct Investment, LP
Stock Option (right to buy)
2.11
2023-07-14
4
A
0
76878
A
2031-09-23
Common Stock
76878
76878
D
Common Stock Warrants
6.7107
2023-07-14
4
J
0
895
A
2024-09-30
Common Stock
895
895
I
Carmell Series of Harbor Light Direct Investment, LLC
Common Stock Warrants
6.7107
2023-07-14
4
J
0
69
A
2032-09-30
Common Stock
69
69
I
Harbor Light Direct Investment, LP
Mr. Upton is General Partner at Harbor Light Capital Partners, which is affiliated with the entities listed above. By virtue of this relationship, Mr. Upton may be deemed to share beneficial ownership of the securities held of record by the entities listed above. Mr. Upton disclaims any such beneficial ownership except to the extent of his pecuniary interest.
Options to purchase 76,878 shares of common stock of Legacy Carmell (as defined below) granted on September 23, 2021, which vest as follows: 25% vested on September 23, 2022 and the remaining 75% becomes vested in 36 equal monthly installments thereafter, subject to continued service through each vesting date.
On July 14, 2023, Alpha Healthcare Acquisition Corp. III ("ALPA") consummated a business combination (the "Business Combination") by and among ALPA, Candy Merger Sub, Inc., a Delaware Corporation ("Merger Sub") and Carmell Regen Med Corporation, a Delaware corporation ("Legacy Carmell"), ALPA changed its name to "Carmell Therapeutics Corporation" and Merger Sub merged with and into Legacy Carmell. As part of the Business Combination, each Legacy Carmell stock option was exchanged for a stock option to acquire 0.06154 shares of common stock of Carmell Therapeutics Corporation.
These warrants are currently exercisable.
As part of the Business Combination, existing warrants to purchase common stock of Legacy Carmell were exchanged for 0.06154 warrants to purchase shares of common stock of Carmell Therapeutics Corporation.
/s/ Randolph W. Hubbell, Attorney-in-Fact
2023-07-18