UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): May 18, 2015
 
CELLULAR BIOMEDICINE GROUP, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
001-36498
 
86-1032927
(State or other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

530 University Avenue, #17
Palo Alto, California
 
94301
(Address of Principal Executive Offices)
 
(Zip Code)

Registrant’s telephone number, including area code:     (650) 566-5064
 
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




 
 
 
 
 
Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On May 24, 2014, the Board of Directors (the “Board”) of Cellular Biomedicine Group, Inc. (the “Company”) approved the appointment of Richard L. Wang as the Company’s Chief Operation Officer.

Mr. Wang held the position of senior site leader of GSK R&D in Shanghai, China, since 2013, and also held the position of Senior Director and Head of Operations of GSK R&D since 2011. Mr. Wang has been an experienced leader, manager and scientist in pharmaceutical R&D organizations of several multinational companies both in the US and latest in China for the past 21 years. From 2007 to 2011, Mr. Wang was the Director, Head of Strategic Alliance (Asia), and Portfolio and Operation Management of Innovation Center China & Global Oncology, AstraZeneca Global R&D in Shanghai, China. From 2004 to 2007, Mr. Wang was Associate Director, Discovery Portfolio and Early Development Project Management, R&D Operations Pharmaceutical Research Institute, Bristol-Myers Squibb, in Wallingford, Connecticut. He holds a bachelor’s degree in Cell Biology from University of Science & Technology of China, a PhD in Molecular Biology from University of Maryland, Baltimore, and an MBA from Xavier University.

In connection with Mr. Wang’s appointment, the Company entered into an agreement with Mr. Wang, pursuant to which Mr. Wang will receive an annual base salary of $210,000. The term of the agreement is effective as of May 18, 2015 for a period of three years, with a probation period from May 18, 2015 to November 18, 2015.

If any of the following conditions occur, the Company may terminate the agreement but must provide a 60-day advance written notice, and provide a severance payment equal to one month of Mr. Wang’s salary: (1) if Mr. Wang is unable to perform his obligations under the agreement in full, or perform other obligations designated by the Company, (2) Mr. Wang cannot adequately perform his obligations under the agreement, and cannot do so after training or adjustment in obligations, and (3) the agreement cannot be carried out due to changes in circumstances, and that the Company and Mr. Wang cannot agree on modifications to the agreement.

A copy of the agreement with Mr. Wang is filed as Exhibit 99.1 hereto and is incorporated herein by reference. A copy of the press release is attached hereto as Exhibit 99.2.
 
Item 9.01.    Financial Statements and Exhibits.
 
(d)           Exhibits
 
Exhibit No.   Description
     
99.1   Agreement dated as of May 18, 2015 by and between the Registrant and Richard L. Wang.
     
99.2   Press Release, dated May 27, 2015
 
 
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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
Cellular Biomedicine Group, Inc.
 
       
Date: May 27, 2015
By:
/s/ Bizuo (Tony) Liu
 
   
Bizuo (Tony) Liu
 
    Chief Financial Officer  

 
3



Exhibit 99.1
 
1

 
 
 
2

 
 
 
3

 
 
 
4

 
 
 
5

 
 
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Exhibit 99.2
 
 
Cellular Biomedicine Group Expands and Strengthens Leadership Team
Richard L. Wang, Ph.D. Joins CBMG as Chief Operating Officer
 
PALO ALTO, Calif., May 27, 2015 - Cellular Biomedicine Group Inc. (NASDAQ: CBMG) (“CBMG” or the “Company”), a biomedicine firm engaged in the development of effective stem cell therapies for degenerative diseases and immunotherapies for cancer, today announced the appointment of Richard L. Wang, Ph.D., MBA, PMP as Chief Operating Officer.  The announcement comes at an appropriate time as CBMG continues to build its cell therapy platforms and expands its operational facilities.

“We are very pleased to welcome Dr. Wang, a seasoned and accomplished industry professional to the Company's management team,” said Dr. William (Wei) Cao, Chief Executive Officer for the Company. “He brings tremendous operational, project management, and R&D governance experience from multinational pharmaceutical companies, as well as a scientific background that will support the research of osteoarthritis, oncology and neuroscience therapeutics. His addition reflects our ability to attract successful executives based on the progress and growth potential of our Stem Cell and Immuno-Oncology platforms.  Dr. Wang will play a critical role in the management of research collaborations, technology transfers, drug development clinical trials, regulatory affairs, production, and oversight of our multicenter operations. Dr. Wang’s end-to-end knowledge and experience in the pharmaceutical R&D, strategy and operational execution both in China and the US will prove to be a strong asset to the Company.”

"As society increasingly recognizes the importance of immunotherapies and stem cell therapies to treat many unmet medical conditions, CBMG’s cellular therapy platforms are very unique and compelling," said Dr. Wang.  "I am excited about the opportunity to join CBMG to help lead the company through its next phase of execution in operational excellence, and to work with the leadership team to reach the Company’s full potential of globally improving the quality of life for millions of people."

About Dr. Richard L. Wang
 
Dr. Wang is a seasoned leader, manager and scientist in pharmaceutical R&D organizations, with experience covering drug discovery, platform technology, project leadership, project and portfolio management, R&D governance, strategic alliance, business development, academic collaboration, research outsourcing, R&D operations, organizational development, compliance, and site and facility management.

Dr. Wang received his B.S. degree in Cell Biology from the University of Science & Technology of China, his Ph.D. in Molecular Biology from the University of Maryland, Baltimore and his MBA from Xavier University in Cincinnati. In addition to his strong academic background, he has over twenty-one years of professional leadership experience in several multinational companies such as Procter & Gamble, Bristol-Myers Squibb, AstraZeneca and GlaxoSmithKline both in the US and China. His most recent position was Senior Site Leader and Head of Operations, GSK R&D in Shanghai, China.

Dr. Wang is a frequent invited speaker and panelist for many international scientific and pharmaceutical R&D and business forums in China and Asia, and a Lecturer of Drug Discovery and Development courses at the University of Science & Technology of China and Shanghai Jiaotong University.

About Cellular Biomedicine Group
 
Cellular Biomedicine Group, Inc. develops proprietary cell therapies for the treatment of certain degenerative diseases and cancers.  Our developmental stem cell, progenitor cell, and immune cell projects are the result of research and development by scientists and doctors from China and the United States. Our flagship GMP facility in China, consisting of eight independent cell production lines, is designed, certified and managed according to U.S. standards.  To learn more about CBMG, please visit: www.cellbiomedgroup.com

Forward-Looking Statements
 
Statements in this press release relating to plans, strategies, trends, specific activities or investments, and other statements that are not descriptions of historical facts may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking information is inherently subject to risks and uncertainties, and actual results could differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, risk factors inherent in doing business. Forward-looking statements may be identified by terms such as "may," "will," "expects," "plans," "intends," "estimates," "potential," or "continue," or similar terms or the negative of these terms. Although CBMG believes the expectations reflected in the forward-looking statements are reasonable, they cannot guarantee that future results, levels of activity, performance or achievements will be obtained. CBMG does not have any obligation to update these forward-looking statements other than as required by law.

Contacts:
Sarah Kelly 
Director of Corporate Communications, CBMG
+1 650 566-5064
sarah.kelly@cellbiomedgroup.com

Vivian Chen
Managing Director Investor Relations, Grayling
+1 347 481-3711
vivian.chen@grayling.com



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