Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Elghandour Rami 2. Issuer Name and Ticker or Trading Symbol Arcellx, Inc. [ACLX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SEE REMARKS (Last) (First) (Middle) C/O ARCELLX, INC, 800 BRIDGE PARKWAY 3. Date of Earliest Transaction (Month/Day/Year) 04/28/2026 (Street) REDWOOD CITY, CA 94065 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 04/28/2026 U 174,887 D (1) 0 D Common Stock 04/28/2026 U 198,000 D (1) 0 I By trust(2) Common Stock 04/28/2026 U 218,500 D (1) 0 I By trust(3) Common Stock 04/28/2026 U 101,164 D (1) 0 I By foundation(4)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$6.28	04/28/2026		D			1,068,005	(5)	06/09/2031	Common Stock	1,068,005	(5)	0	D
Stock Option (right to buy)	$6.28	04/28/2026		D			837,602	(5)	06/09/2031	Common Stock	837,602	(5)	0	D
Stock Option (right to buy)	$19.97	04/28/2026		D			120,000	(5)	09/28/2032	Common Stock	120,000	(5)	0	D
Stock Option (right to buy)	$31.03	04/28/2026		D			245,065	(5)	01/03/2033	Common Stock	245,065	(5)	0	D
Stock Option (right to buy)	$56.15	04/28/2026		D			255,965	(5)	01/02/2034	Common Stock	255,965	(5)	0	D
Stock Option (right to buy)	$15	04/28/2026		D			810,102	(5)	02/03/2032	Common Stock	810,102	(5)	0	I(6)	By trust
Restricted Stock Unit	(7)	04/28/2026		D			55,459	(8)	(8)	Common Stock	55,459	(8)	0	D
Restricted Stock Unit	(7)	04/28/2026		D			167,973	(8)	(8)	Common Stock	167,973	(8)	0	D
Restricted Stock Unit	(7)	04/28/2026		D			208,333	(8)	(8)	Common Stock	208,333	(8)	0	D
Performance-based Restricted Stock Unit	(7)	04/28/2026		A		147,745		(8)	(8)	Common Stock	147,745	(8)	147,745	D
Performance-based Restricted Stock Unit	(7)	04/28/2026		D			147,745	(8)	(8)	Common Stock	147,745	(8)	0	D
Performance-based Restricted Stock Unit	(7)	04/28/2026		A		284,388		(8)	(8)	Common Stock	284,388	(8)	284,388	D
Performance-based Restricted Stock Unit	(7)	04/28/2026		D			284,388	(8)	(8)	Common Stock	284,388	(8)	0	D
Performance-based Restricted Stock Unit	(7)	04/28/2026		A		138,888		(8)	(8)	Common Stock	138,888	(8)	138,888	D
Performance-based Restricted Stock Unit	(7)	04/28/2026		D			138,888	(8)	(8)	Common Stock	138,888	(8)	0	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Elghandour Rami C/O ARCELLX, INC 800 BRIDGE PARKWAY REDWOOD CITY, CA 94065	X		SEE REMARKS

Signatures

/s/ Michelle Gilson, as Attorney-in-Fact		04/28/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Pursuant to the Agreement and Plan of Merger, dated February 22, 2026 (the "Merger Agreement"), by and among Arcellx, Inc. ("Company"), Gilead Sciences, Inc. ("Parent"), and Ravens Sub, Inc., a wholly owned subsidiary of Parent ("Purchaser"), the shares of common stock of Company that were tendered to Purchaser prior to the expiration time of the offer were exchanged for (x) $115.00 per share ("Closing Amount"), net to the seller in cash, without interest, subject to withholding tax, plus (y) one contractual contingent value right (a "CVR"), which represents the right to receive one contingent payment of $5.00 per CVR in cash, without interest, and subject to any withholding tax, pursuant to the terms and subject to the conditions of a contingent value rights agreement. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Purchaser merged with and into Company (the "Merger"), with Company surviving the Merger as a wholly owned subsidiary of Parent.
(2)	Shares held by a spousal lifetime access non-grantor trust, of which the Reporting Person's spouse is the beneficiary and for which the Reporting Person may be deemed to have Section 16 beneficial ownership. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
(3)	Shares held by a spousal lifetime access non-grantor trust of which the Reporting Person is a beneficiary and for which the Reporting Person may be deemed to have Section 16 beneficial ownership. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.
(4)	Shares held by a family charitable foundation of which the Reporting Person serves as the President. The Reporting Person has voting and investment power over all securities owned by the foundation.
(5)	Pursuant to the Merger Agreement, each outstanding option to purchase shares of Common Stock (a "Company Option"), whether or not vested, and which had a per share exercise price that was less than the Closing Amount, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the excess (if any) of (a) the Closing Amount over (b) the per share exercise price subject to such Company Option, multiplied by (y) the total number of shares subject to such Company Option immediately prior to the effective time of the Merger, and (ii) one (1) CVR for each share subject to such Company Option immediately prior to the effective time of the Merger.
(6)	By trust
(7)	Each restricted stock unit represents a contingent right to receive one share of Company Common Stock.
(8)	Pursuant to the Merger Agreement, each outstanding restricted stock unit (a "Company RSU"), whether or not vested, was canceled and converted into the right of the holder to receive (i) (subject to any applicable withholding taxes) a lump-sum cash payment equal to (x) the Closing Amount, multiplied by (y) the total number of shares subject to such Company RSU immediately prior to the effective time of the Merger (with the number of shares underlying any Company RSUs that were subject to performance-based vesting conditions determined based on achievement of actual performance in connection with the Merger, as determined by the Company's board of directors or a committee thereof), and (ii) one (1) CVR for each share subject to such Company RSU immediately prior to the effective time of the Merger.
Remarks: President, CEO and Chairman of the Board

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