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GX Sponsor LLC

Disclosed activity across 1 company

Tapewire entity
137186
SEC CIK
0001752834

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Celularity Inc

Report date July 16, 2021 · Filed July 20, 2021

Section 16 reporting ended · disclosed 2021-07-20. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeDirect7,187,500 Reported balance After 2021-07-16 transaction · row 1 Account or security details depend on footnotes; rows are not merged.
1 source row

Row 1 · 2021-07-16 · Conversion · Acquired 7,187,500 · Balance 7,187,500

F1: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F2: 25% of the shares are subject to vesting. Such shares shall vest on the first day that the volume weighted average price of the Common Stock on Nasdaq is at or above $12.00 for 20 trading days over a 30 consecutive trading day period immediately preceding such day. Shares that do not vest by July 15, 2031 will be forfeited. Vesting is subject to acceleration upon certain change of control events at the Issuer.

F3: Sponsor is the record holder of these securities. Cooper Road, LLC (an entity controlled by Jay R. Bloom) and Dean C. Kehler are the managing members of Sponsor, and as such Messrs. Bloom and Kehler have voting and investment discretion with respect to the securities held of record by Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by Sponsor. Each such entity or person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Class A Common StockSEC Table I · non-derivativeDirect100,000 Reported balance After 2021-07-16 transaction · row 2 Account or security details depend on footnotes; rows are not merged.
1 source row

Row 2 · 2021-07-16 · Other · Disposed 7,087,500 · Balance 100,000

F4: Represents a pro rata distribution of Common Stock to direct and indirect members of Sponsor.

F3: Sponsor is the record holder of these securities. Cooper Road, LLC (an entity controlled by Jay R. Bloom) and Dean C. Kehler are the managing members of Sponsor, and as such Messrs. Bloom and Kehler have voting and investment discretion with respect to the securities held of record by Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by Sponsor. Each such entity or person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Class B Common StockSEC Table II · derivative / convertible securityDirect0 Reported balance After 2021-07-16 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2021-07-16 · Conversion · Disposed 7,187,500 · Balance 0

F1: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

WarrantsSEC Table II · derivative / convertible security · Conversion / exercise price $11.50Direct7,000,000 Reported balance After 2021-07-16 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2021-07-16 · Grant · Acquired 7,000,000 · Balance 7,000,000

F5: Reflects warrants of the Issuer ("Private Warrants"), which were acquired from the Issuer at a price of $1.00 per warrant in a private placement that closed simultaneously with the closing of the Issuer's initial public offering. These Private Warrants were later exchanged for warrants having the same terms, except that they are non-transferable other than to permitted transferees. Pursuant to the terms of the issuance, such warrants were not eligible to become exercisable unless the Issuer consummated its initial business combination, which occurred on July 16, 2021.

F6: The warrants will become exercisable 30 days after the completion of the Business Combination.

F7: The warrants will expire on the fifth anniversary of the completion of the Business Combination.

WarrantsSEC Table II · derivative / convertible security · Conversion / exercise price $11.50Direct0 Reported balance After 2021-07-16 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2021-07-16 · Other · Disposed 7,000,000 · Balance 0

F8: Represents a pro rata distribution of Private Warrants to direct and indirect members of Sponsor.

F6: The warrants will become exercisable 30 days after the completion of the Business Combination.

F7: The warrants will expire on the fifth anniversary of the completion of the Business Combination.

Filing footnotes · ownership attribution and instrument terms

F1: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F2: 25% of the shares are subject to vesting. Such shares shall vest on the first day that the volume weighted average price of the Common Stock on Nasdaq is at or above $12.00 for 20 trading days over a 30 consecutive trading day period immediately preceding such day. Shares that do not vest by July 15, 2031 will be forfeited. Vesting is subject to acceleration upon certain change of control events at the Issuer.

F3: Sponsor is the record holder of these securities. Cooper Road, LLC (an entity controlled by Jay R. Bloom) and Dean C. Kehler are the managing members of Sponsor, and as such Messrs. Bloom and Kehler have voting and investment discretion with respect to the securities held of record by Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by Sponsor. Each such entity or person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

F4: Represents a pro rata distribution of Common Stock to direct and indirect members of Sponsor.

F5: Reflects warrants of the Issuer ("Private Warrants"), which were acquired from the Issuer at a price of $1.00 per warrant in a private placement that closed simultaneously with the closing of the Issuer's initial public offering. These Private Warrants were later exchanged for warrants having the same terms, except that they are non-transferable other than to permitted transferees. Pursuant to the terms of the issuance, such warrants were not eligible to become exercisable unless the Issuer consummated its initial business combination, which occurred on July 16, 2021.

F6: The warrants will become exercisable 30 days after the completion of the Business Combination.

F7: The warrants will expire on the fifth anniversary of the completion of the Business Combination.

F8: Represents a pro rata distribution of Private Warrants to direct and indirect members of Sponsor.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
July 16, 2021 Filed Jul 20, 2021 21:34 UTC Celularity Inc CELU · Entity 7145 OtherWarrants · Derivative 7,000,000 Not disclosed Strike: $11.50 Not disclosed
Disclosure

SEC source: 0001209191-21-047529 · doc4.xml · derivative · entry 5

GX Sponsor LLC · CIK 0001752834 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 7,000,000 shares

Expires not disclosed

F8 · kind: Represents a pro rata distribution of Private Warrants to direct and indirect members of Sponsor.

F8 · price: Represents a pro rata distribution of Private Warrants to direct and indirect members of Sponsor.

F6 · derivative.exercise_date: The warrants will become exercisable 30 days after the completion of the Business Combination.

F7 · derivative.expiration_date: The warrants will expire on the fifth anniversary of the completion of the Business Combination.

Read SEC document
July 16, 2021 Filed Jul 20, 2021 21:34 UTC Celularity Inc CELU · Entity 7145 GrantWarrants · Derivative 7,000,000 $1.00 Strike: $11.50 $7,000,000.00
Disclosure

SEC source: 0001209191-21-047529 · doc4.xml · derivative · entry 4

GX Sponsor LLC · CIK 0001752834 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,000,000

Underlying: Class A Common Stock · 7,000,000 shares

Expires not disclosed

F5 · kind: Reflects warrants of the Issuer ("Private Warrants"), which were acquired from the Issuer at a price of $1.00 per warrant in a private placement that closed simultaneously with the closing of the Issuer's initial public offering. These Private Warrants were later exchanged for warrants having the same terms, except that they are non-transferable other than to permitted transferees. Pursuant to the terms of the issuance, such warrants were not eligible to become exercisable unless the Issuer consummated its initial business combination, which occurred on July 16, 2021.

F6 · derivative.exercise_date: The warrants will become exercisable 30 days after the completion of the Business Combination.

F7 · derivative.expiration_date: The warrants will expire on the fifth anniversary of the completion of the Business Combination.

Read SEC document
July 16, 2021 Filed Jul 20, 2021 21:34 UTC Celularity Inc CELU · Entity 7145 ConversionClass B Common Stock · Derivative 7,187,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-047529 · doc4.xml · derivative · entry 3

GX Sponsor LLC · CIK 0001752834 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 7,187,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F1 · kind: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F1 · derivative.exercise_date: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F1 · derivative.expiration_date: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

Read SEC document
July 16, 2021 Filed Jul 20, 2021 21:34 UTC Celularity Inc CELU · Entity 7145 OtherClass A Common Stock 7,087,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-047529 · doc4.xml · nonDerivative · entry 2

GX Sponsor LLC · CIK 0001752834 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,000

F4 · kind: Represents a pro rata distribution of Common Stock to direct and indirect members of Sponsor.

F4 · price: Represents a pro rata distribution of Common Stock to direct and indirect members of Sponsor.

F3 · balance_after: Sponsor is the record holder of these securities. Cooper Road, LLC (an entity controlled by Jay R. Bloom) and Dean C. Kehler are the managing members of Sponsor, and as such Messrs. Bloom and Kehler have voting and investment discretion with respect to the securities held of record by Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by Sponsor. Each such entity or person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

F4 · balance_after: Represents a pro rata distribution of Common Stock to direct and indirect members of Sponsor.

Read SEC document
July 16, 2021 Filed Jul 20, 2021 21:34 UTC Celularity Inc CELU · Entity 7145 ConversionClass A Common Stock 7,187,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-047529 · doc4.xml · nonDerivative · entry 1

GX Sponsor LLC · CIK 0001752834 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,187,500

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F1 · price: On July 16, 2021, in connection with the consummation of the business combination (the "Business Combination") among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc., pursuant to that certain Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021, each share of Class B common stock of GX held by GX Sponsor LLC ("Sponsor") automatically converted into one share of Class A common stock ("Common Stock") of Celularity Inc., formerly known as GX Acquisition Corp. (the "Issuer").

F2 · balance_after: 25% of the shares are subject to vesting. Such shares shall vest on the first day that the volume weighted average price of the Common Stock on Nasdaq is at or above $12.00 for 20 trading days over a 30 consecutive trading day period immediately preceding such day. Shares that do not vest by July 15, 2031 will be forfeited. Vesting is subject to acceleration upon certain change of control events at the Issuer.

F3 · balance_after: Sponsor is the record holder of these securities. Cooper Road, LLC (an entity controlled by Jay R. Bloom) and Dean C. Kehler are the managing members of Sponsor, and as such Messrs. Bloom and Kehler have voting and investment discretion with respect to the securities held of record by Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by Sponsor. Each such entity or person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.