Form 4: Graf Acquisition Partners IV LLC Reports Distribution of NKGen Biotech Shares and Warrants to Members
SEC Form 4
Graf Acquisition Partners IV LLC, a significant shareholder of NKGen Biotech, Inc., reported the distribution of common stock, private placement warrants, and working capital warrants to its members.
Summary
- Graf Acquisition Partners IV LLC, along with James A. Graf, filed a Form 4 detailing changes in beneficial ownership of NKGen Biotech, Inc. (NKGN) securities.
- The report indicates distributions of common stock, private placement warrants, and working capital warrants to members of Graf Acquisition Partners IV LLC.
- These distributions occurred on December 2, 2024, December 16, 2024, and December 18, 2024.
- The distributions involved multiple entities, including SPAC21, LLC, Claybaker LLC, Venus Investments I LLC, ARI Founders Fund, L.P., OC Opportunities Fund III, L.P, Magnetar Constellation Master Fund, Ltd., and others.
- James A. Graf, as managing member of Graf Acquisition Partners IV LLC, has voting and investment discretion over the securities.
- The private placement warrants and working capital warrants have an exercise price of $11.50 and were initially purchased/issued at $1.50 per warrant.
- The warrants expire on September 29, 2028.
Sentiment
Score: 6
Explanation: The document is a standard regulatory filing detailing the distribution of shares and warrants. It doesn't contain overtly positive or negative information, hence a neutral sentiment score.
Industry Context
This filing is typical for SPAC-related transactions, where initial shareholders distribute shares and warrants after a business combination.
Comparison to Industry Standards
- SPAC transactions commonly involve the distribution of founder shares and warrants to early investors after the completion of a merger.
- The warrant exercise price of $11.50 is a standard feature in many SPAC deals.
- Comparable companies that have gone through similar SPAC transactions include Digital World Acquisition Corp. (DWAC) and Lucid Group (LCID), which also saw distributions of shares and warrants to early investors.
Stakeholder Impact
- The distribution of shares and warrants could potentially increase the trading volume of NKGen Biotech's stock.
- Existing shareholders may experience dilution as a result of the warrant exercises in the future.
Key Dates
| Date | Description |
|---|---|
| 10/29/2023 | Date Exercisable for Private Placement Warrants and Working Capital Warrants |
| 09/29/2024 | One-year anniversary of the closing of the business combination between Graf Acquisition Corp. IV and the Issuer |
| 12/02/2024 | Distribution of 97,232 shares of common stock. |
| 12/16/2024 | Distribution of 83,214 shares of common stock. |
| 12/18/2024 | Distribution of 110,157 shares of common stock. |
| 12/23/2024 | Date of report filing. |
| 09/29/2028 | Expiration Date for Private Placement Warrants and Working Capital Warrants |
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