Statement of Changes in Beneficial Ownership (4)
November 29 2017 - 5:35PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
HARRIS JOHN DAVID
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2. Issuer Name
and
Ticker or Trading Symbol
CYTORI THERAPEUTICS, INC.
[
CTYX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
VP and GM Cell Therapy
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(Last)
(First)
(Middle)
3020 CALLAN ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/28/2017
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(Street)
SAN DIEGO, CA 92121
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Subscription Rights (Right to Buy)
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$1000.00
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11/28/2017
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X
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1
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11/2/2017
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11/21/2017
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see footnote
(1)
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(1)
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(1)
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0
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D
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Series B Preferred Stock
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$0.3333
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11/28/2017
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X
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1
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11/28/2017
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(2)
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Common Stock
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3000
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(1)
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1
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D
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Warrants (Right to Buy)
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$0.3333
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11/28/2017
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X
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1800
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(3)
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5/28/2020
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Common Stock
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1800
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(1)
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1800
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D
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Explanation of Responses:
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(1)
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The preferred stock and the warrants reported on this Form 4 were acquired pursuant to the exercise of subscription rights previously distributed by Cytori Therapeutics, In. (the "Company") to all holders of the Company's common stock on October 27, 2017. The subscription rights entitled each recipient to purchase units ("Units"). Each Unit consists of one share of the Company's Series B Preferred Stock (convertible into 3,000 shares of the Company's common stock) and 1,800 warrants, with each warrant representing the right to purchase one share of the Company's common stock. The purchase price for each Unit was $1,000.
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(2)
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The Series B Preferred Stock has no expiration date.
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(3)
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Each warrant entitles the holder to purchase one share of the Company's common stock at an exercise price of $0.3333 per share from the date the Company receives stockholder approval of an amendment to its certificate of incorporation to increase its authorized shares of common stock through May 28, 2020.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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HARRIS JOHN DAVID
3020 CALLAN ROAD
SAN DIEGO, CA 92121
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VP and GM Cell Therapy
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Signatures
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Tiago Girao, By Power of Attorney For: John David Harris
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11/29/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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