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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Cornelissen Bart Jan (Last) (First) (Middle) C/O XENCOR, INC. 465 N HALSTEAD STREET, SUITE 200 (Street) PASADENA CA 91107 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Xencor Inc [ XNCR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) Other (specify below) SR. VICE PRESIDENT & CFO
	3. Date of Earliest Transaction (Month/Day/Year) 03/04/2025
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) 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	03/04/2025		A		21,949(1)	A	$0	65,098(2)	D

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)	$14.15	03/04/2025		A		65,847		(3)	03/04/2035	Common Stock	65,847	$0	65,847	D

Explanation of Responses:

1. Represents restricted stock units that vest as follows: 1/3 of the shares vest on the first, second and third anniversaries of the date of grant, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive.

2. Includes the following shares acquired by the Reporting Person pursuant to the Issuer's Employee Stock Purchase Plan: 884 shares acquired on December 10, 2024.

3. 25% of the shares subject to the option shall vest on the one year anniversary of March 4, 2025 (the "Vesting Commencement Date") and 1/48th of the shares shall vest monthly thereafter, such that the option shall be fully vested on the four year anniversary of the Vesting Commencement Date, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive.

	/s/ Celia E. Eckert, Attorney-in-Fact	03/05/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby
constitutes and appoints each of Bassil I. Dahiyat, Bart
Jan Cornelissen and Celia E. Eckert of Xencor, Inc. (the
?Company?), signing individually, the undersigned?s true
and lawful attorney-in-fact and agent to:

(1) execute for and on behalf of the undersigned, an
officer, director and/or holder of 10% of more of a
registered class of securities of the Company, Forms
3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934, as amended (the ?Exchange
Act?) and the rules promulgated thereunder or Forms 144 in
accordance with Rule 144 (?Rule 144?) under the Securities
Act of 1933, as amended;

(2) do and perform any and all acts for and on behalf of
the undersigned that may be necessary or desirable to
complete and execute any such Form 3, 4, 5 and 144,
omplete and execute any amendment or amendments thereto,
and timely file such forms or amendments with the United
States Securities and Exchange Commission and any stock
exchange or similar authority, as required; and

(3) take any other action of any nature whatsoever in
connection with the foregoing which, in the opinion of
any such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned,
it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-fact?s discretion.

The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every
act and thing whatsoever requisite, necessary, or proper to
be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with
full power of substitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact, or such
attorney-in-fact?s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming,
any of the undersigned?s responsibilities to comply with
Section 16 of the Exchange Act or Rule 144.

This Power of Attorney shall remain in full force and
effect with respect to the undersigned until the earliest
to occur of (a) such date that the undersigned is no
longer required to file Forms 3, 4, 5 and 144 with respect
to the undersigned?s holdings of and transactions in
securities issued by the Company or (b) revocation by the
undersigned in a signed writing delivered to the Company
and foregoing attorneys-in-fact. This Power of Attorney
shall terminate with respect to each of the foregoing
attorneys-in-fact at such time as such attorney-in-fact is
no longer employed by the Company.

IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 19th day of February,
2025.

/s/ Bart Jan Cornelissen
Bart Jan Cornelissen