Statement of Changes in Beneficial Ownership (4)
June 01 2020 - 05:35PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * Lindborg
Stacy |
2. Issuer Name and Ticker or Trading
Symbol BRAINSTORM CELL THERAPEUTICS INC. [ BCLI
] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
EVP, Head Global Clin Research |
(Last)
(First)
(Middle)
C/O BRAINSTORM CELL THERAPEUTICS INC., 1325 AVENUE OF
AMERICAS, 28TH FLOOR |
3. Date of Earliest Transaction (MM/DD/YYYY)
6/1/2020
|
(Street)
NEW YORK, NY 10019
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
6/1/2020 |
|
A |
|
25000 (1) |
A |
$0 |
25000 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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) |
$7.67 |
6/1/2020 |
|
A |
|
100000 |
|
2/28/2021 (2) |
6/1/2030 |
Common Stock |
100000 |
$0 |
100000 |
D |
|
Explanation of
Responses: |
(1) |
Shares acquired are shares
of restricted stock awarded on June 1, 2020 under the Issuer's 2014
Stock Incentive Plan. The shares of restricted stock vest as to
100% of the award on December 31, 2020, provided that the Reporting
Person remains continuously employed by Issuer from the date of
grant through the vesting date. |
(2) |
The option, awarded on June
1, 2020 under the Issuer's 2014 Stock Incentive Plan, shall vest
and become exercisable as to 50,000 of the underlying shares on
February 28, 2021 ("First Vesting Date"), and the remaining 50,000
shares underlying the Option shall vest and become exercisable in
equal quarterly installments thereafter until fully vested and
exercisable on the second anniversary of the First Vesting Date,
provided Reporting Person remains employed by Issuer from the date
of grant through each applicable vesting date. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Lindborg Stacy
C/O BRAINSTORM CELL THERAPEUTICS INC.
1325 AVENUE OF AMERICAS, 28TH FLOOR
NEW YORK, NY 10019 |
|
|
EVP, Head Global Clin Research |
|
Signatures
|
/s/ Nathaniel Gaede (Pursuant to Power of
Attorney) |
|
6/1/2020 |
**Signature of
Reporting Person |
Date |