Statement of Changes in Beneficial Ownership (4)
March 16 2021 - 7:26PM
Edgar (US Regulatory)
FORM 4
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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
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3235-0287
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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
*
Moore Carol |
2. Issuer Name and Ticker or Trading Symbol
CERUS CORP
[
CERS
]
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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) SVP Reg. & Quality |
(Last)
(First)
(Middle)
C/O CERUS CORPORATION, 1220 CONCORD AVE SUITE 600 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/12/2021 |
(Street)
CONCORD, CA 94520
(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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Common Stock | 3/12/2021 | | M | | 15833 | A | (1) | 141116 (2) | D | |
Common Stock | 3/15/2021 | | S | | 5556 (3) | D | $6.3777 (4) | 135560 | D | |
Common Stock | 3/12/2021 | | M | | 45000 | A | (1) | 180560 | D | |
Common Stock | 3/15/2021 | | S | | 15786 (3) | D | $6.3777 (4) | 164774 | D | |
Common Stock | 3/12/2021 | | M | | 22770 | A | (1) | 187544 | D | |
Common Stock | 3/15/2021 | | S | | 7989 (3) | D | $6.3777 (4) | 179555 | D | |
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) | 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 |
Restricted Stock Unit | (1) | 3/12/2021 | | M | | | 15833 | (5) | (5) | Common Stock | 15833 | (6) | 0 | D | |
Restricted Stock Unit | (1) | 3/12/2021 | | M | | | 45000 | (7) | (7) | Common Stock | 45000 | (6) | 45000 | D | |
Restricted Stock Unit | (1) | 3/12/2021 | | M | | | 22770 | (8) | (8) | Common Stock | 22770 | (6) | 46230 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one (1) share of Cerus Common Stock. |
(2) | Includes 2,454 and 2,699 shares purchased under Issuer's Employee Stock Purchase Plan on 08/31/20 and 02/28/21, respectively. |
(3) | Represents shares sold pursuant to an instruction intended to comply with the requirements of Rule 10b5-1 that was elected by the Reporting Person on the date of grant to cover statutory tax withholding obligations and corresponding brokerage fee in connection with the vesting of the restricted stock units listed in Table II and does not represent a discretionary sale by the reporting person. |
(4) | The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.285 to $6.445 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the aforementioned range set forth. |
(5) | The restricted stock unit vests in three equal annual installments beginning on March 12, 2019. |
(6) | Not applicable. |
(7) | The restricted stock unit vests in three equal annual installments beginning on March 12, 2020. |
(8) | The restricted stock unit vests in three equal annual installments beginning on March 12, 2021. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Moore Carol C/O CERUS CORPORATION 1220 CONCORD AVE SUITE 600 CONCORD, CA 94520 |
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| SVP Reg. & Quality |
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Signatures
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Carol Moore, by Chrystal Menard, attorney-in-fact | | 3/16/2021 |
**Signature of Reporting Person | Date |
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