Gilead Sciences Completes Arcellx Acquisition, Takes 100% Ownership

summarizeSummary

Gilead Sciences, Inc. has completed its acquisition of Arcellx, Inc., making Arcellx a wholly-owned subsidiary and resulting in the delisting of Arcellx shares.

check_boxKey Events

• Acquisition Completed

  Gilead Sciences, Inc. has completed its acquisition of Arcellx, Inc. through a merger, making Arcellx a wholly-owned subsidiary.

• Full Ownership Achieved

  Gilead Sciences now beneficially owns 100% of Arcellx's issued and outstanding common stock.

• Shares Delisted

  Arcellx shares ceased trading prior to the opening of the Nasdaq Global Select Market on April 28, 2026, and will be delisted and deregistered.

• Tender Offer Finalized

  Each outstanding share was converted into the right to receive the Closing Amount in cash plus one CVR per share, as per the merger agreement.

auto_awesomeAnalysis

This Schedule 13D/A confirms the successful completion of Gilead Sciences' acquisition of Arcellx, Inc. The merger, which followed the expiration of the tender offer, results in Arcellx becoming a wholly-owned subsidiary of Gilead. All outstanding Arcellx shares have been converted into the right to receive the previously announced cash consideration plus one CVR per share. Consequently, Arcellx shares have ceased trading on Nasdaq and will be delisted, marking the end of its independent public existence. This filing provides the definitive legal update from the acquirer, Gilead, regarding its 100% beneficial ownership.