Allogene Therapeutics (ALLO) Form 4 Allogene Therapeutics / Arie Belldegrun ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Belldegrun Arie

(Last) (First) (Middle)

210 EAST GRAND AVE

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Allogene Therapeutics, Inc. [ ALLO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/24/2025

4. If Amendment, Date of 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

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	01/24/2025		A		369,957	A	$0	2,236,816	D
Common Stock								4,710,120	I	See footnote(1)
Common Stock								1,798,163	I	See footnote(2)
Common Stock								1,724,137	I	See footnote(3)
Common Stock								539,867	I	See footnote(4)

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 Securities Underlying Derivative Security (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: 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)	$1.94	01/24/2025		A		1,307,927		(5)	01/24/2035	Common Stock	1,307,927	$0	1,307,927	D

Explanation of Responses:

1. The securities are held in the name of Bellco Legacy Trust fbo Rebecka Belldegrun, of which the reporting person's spouse is trustee and beneficiary

2. The securities are held by Vida Ventures LLC (Vida), of which VV Manager LLC is the manager. There porting person is a Senior Managing Director of VV Manager LLC and may therefore be deemed to be the beneficial owner of the common shares held by Vida. The reporting person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

3. The securities are held by Vida Ventures III, L.P. and Vida Ventures III-A, L.P. Vida Ventures GP III, LLC is the manager of Vida Ventures III, L.P. and Vida Ventures III-A, L.P. The reporting person is a Senior Managing Director of Vida Ventures GP III, LLC and may therefore be deemed to be the beneficial owner of the common shares held by Vida Ventures III, L.P. and Vida Ventures III-A, L.P. The reporting person disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

4. The securities are held in the name of Bellco Legacy LLC. Bellco Legacy LLC is owned and managed by trusts controlled by the reporting person and Rebecka Belldegrun.

5. 25% of the shares subject to the stock option shall vest on January 24, 2026, and the remaining shares shall vest in 36 equal monthly installments thereafter.

Remarks:

Exhibits: Power of Attorney

	/s/Earl Douglas, Attorney-in-Fact	01/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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