0001453687-23-000088.txt : 20231115 0001453687-23-000088.hdr.sgml : 20231115 20231115172614 ACCESSION NUMBER: 0001453687-23-000088 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231113 FILED AS OF DATE: 20231115 DATE AS OF CHANGE: 20231115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brunn Carsten CENTRAL INDEX KEY: 0001760229 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37798 FILM NUMBER: 231411692 MAIL ADDRESS: STREET 1: C/O SELECTA BIOSCIENCES, INC. STREET 2: 480 ARSENAL WAY CITY: WATERTOWN STATE: MA ZIP: 02472 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cartesian Therapeutics, Inc. CENTRAL INDEX KEY: 0001453687 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 65 GROVE STREET CITY: WATERTOWN STATE: MA ZIP: 02472 BUSINESS PHONE: 617-923-1400 MAIL ADDRESS: STREET 1: 65 GROVE STREET CITY: WATERTOWN STATE: MA ZIP: 02472 FORMER COMPANY: FORMER CONFORMED NAME: SELECTA BIOSCIENCES INC DATE OF NAME CHANGE: 20090109 4 1 wk-form4_1700087164.xml FORM 4 X0508 4 2023-11-13 0 0001453687 Cartesian Therapeutics, Inc. RNAC 0001760229 Brunn Carsten C/O CARTESIAN THERAPEUTICS, INC. 65 GROVE STREET WATERTOWN MA 02472 1 1 0 0 President and CEO 0 Common Stock 2023-11-13 4 D 0 55000 2.06 D 728081 D Common Stock 2023-11-13 4 D 0 13600 2.06 D 714481 D Common Stock 2023-11-13 4 D 0 169725 2.06 D 544756 D Common Stock 2023-11-13 4 D 0 282800 2.06 D 261956 D Employee Stock Option (right to buy) 6.03 2023-11-13 4 D 0 1000000 D 2028-11-30 Common Stock 1000000 0 D Employee Stock Option (right to buy) 2.20 2023-11-13 4 D 0 330000 D 2029-02-24 Common Stock 330000 0 D Employee Stock Option (right to buy) 1.75 2023-11-13 4 D 0 400000 0.31 D 2029-10-06 Common Stock 400000 0 D Employee Stock Option (right to buy) 2.30 2023-11-13 4 D 0 600000 D 2030-01-01 Common Stock 600000 0 D Employee Stock Option (right to buy) 2.84 2023-11-13 4 D 0 75000 D 2030-06-30 Common Stock 75000 0 D Employee Stock Option (right to buy) 2.99 2023-11-13 4 D 0 670000 D 2031-01-03 Common Stock 670000 0 D Employee Stock Option (right to buy) 4.32 2023-11-13 4 D 0 163000 D 2031-09-23 Common Stock 163000 0 D Employee Stock Option (right to buy) 3.31 2023-11-13 4 D 0 1056100 D 2032-01-02 Common Stock 1056100 0 D Employee Stock Option (right to buy) 1.13 2023-11-13 4 D 0 1275000 0.93 D 2033-01-01 Common Stock 1275000 0 D This unvested restricted stock, which was granted on January 4, 2021, was canceled in the merger (the "Merger") between Selecta Biosciences, Inc. and Cartesian Therapeutics, Inc., in exchange for $113,300, representing $2.06 per share, the Cash-out Amount as applied in the Merger. This unvested restricted stock, which was granted on September 24, 2021, was canceled in the Merger, in exchange for $28,016, representing $2.06 per share, the Cash-out Amount as applied in the Merger. This unvested restricted stock, which was granted on January 3, 2022, was canceled in the Merger, in exchange for $349,633.50, representing $2.06 per share, the Cash-out Amount as applied in the Merger. This unvested restricted stock, which was granted on January 2, 2023, was canceled in the Merger, in exchange for $582,568, representing $2.06 per share, the Cash-out Amount as applied in the Merger. This option, which provided for vesting as to 25% of the shares on December 1, 2019 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 25% of the shares on February 25, 2020 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 50% of the shares on October 7, 2020 and the remaining 50% of the shares on October 7, 2021, was canceled in the Merger, in exchange for a cash payment of $124,000, representing the difference between the exercise price of the option and $2.06, the Cash-out Amount as applied in the Merger. This option, which provided for vesting as to 25% of the shares on January 2, 2021 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 25% of the shares on July 1, 2021 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 25% of the shares on January 4, 2022 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 25% of the shares on September 24, 2022 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 25% of the shares on January 3, 2023 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger. This option, which provided for vesting as to 25% of the shares on January 2, 2024 with the remainder of the shares vesting in 36 substantially equal monthly installments thereafter, was canceled in the Merger, in exchange for a cash payment of $1,185,750, representing the difference between the exercise price of the option and $2.06, the Cash-out Amount as applied in the Merger. /s/ Matthew Bartholomae, Attorney-in-Fact for Carsten Brunn 2023-11-15