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Filing Details

Accession Number:: 0001387131-20-007268
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-08-10 16:34:18
Reporting Period:: 2020-08-06

Accepted Time:: 2020-08-10 16:34:18
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1737287	Allogene Therapeutics Inc.	ALLO	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
860866	David Bonderman	C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102	Yes	No	Yes	No
1099776	G James Coulter	C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102	No	No	Yes	No
1495741	Tpg Group Holdings (Sbs) Advisors, Inc.	C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2020-08-06	962,555	$0.00	18,753,751	No	4	J	Indirect	See Explanation of Responses
Common Stock	Disposition	2020-08-06	4,600	$38.22	18,749,151	No	4	S	Indirect	See Explanation of Responses
Common Stock	Disposition	2020-08-06	19,554	$37.33	18,729,597	No	4	S	Indirect	See Explanation of Responses
Common Stock	Disposition	2020-08-07	5,605	$37.02	18,723,992	No	4	S	Indirect	See Explanation of Responses
Common Stock	Disposition	2020-08-07	7,686	$37.70	18,716,306	No	4	S	Indirect	See Explanation of Responses

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See Explanation of Responses
No	4	S	Indirect	See Explanation of Responses
No	4	S	Indirect	See Explanation of Responses
No	4	S	Indirect	See Explanation of Responses
No	4	S	Indirect	See Explanation of Responses

Footnotes

Effective August 6, 2020, TPG Carthage Holdings, L.P. and The Rise Fund Carthage, L.P. (collectively, the "TPG Funds") distributed, in accordance with their limited partnership agreements, an aggregate of 1,000,000 shares of Common Stock ("Common Stock") of Allogene Therapeutics, Inc. (the "Issuer") to their limited partners, some of which made further pro rata distributions of the shares of Common Stock to their limited partners (the "Distribution"), with some of the foregoing that are affiliated with TPG Group Holdings (SBS) Advisors, Inc. having established 10b5-1 trading plans for the sale of the shares of Common Stock received in the Distribution (those whose sales are reported in this Form 4, the "TPG Sales Vehicles").
The Distribution and the sales reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the TPG Funds and the TPG Sales Vehicles, respectively.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.92 to $38.53, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "Commission"), upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.90 to $37.76, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.48 to $37.47, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.51 to $37.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. (together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole member of TPG Holdings I-A, LLC, which is the general partner of TPG Holdings I, L.P., which is the sole member of each of (i) TPG GenPar VII Advisors, LLC and (ii) The Rise Fund GenPar Advisors, LLC.
TPG GenPar VII Advisors, LLC is the general partner of TPG GenPar VII, L.P., which is the general partner of TPG Carthage Holdings, L.P., which directly holds 12,477,536 shares of Common Stock. The Rise Fund GenPar Advisors, LLC is the general partner of The Rise Fund GenPar, L.P., which is the general partner of The Rise Fund Carthage, L.P., which directly holds 6,238,770 shares of Common Stock.
Because of the relationship between the Reporting Persons and the TPG Funds, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of the TPG Funds. Each TPG Fund and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such TPG Fund's or such Reporting Person's pecuniary interest therein, if any.
Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.