Liu Tony 4

Accession 0001654954-21-001898

CIK 0001378624other

View on SEC.gov Company Profile

Filed

Feb 18, 7:00 PM ET

Accepted

Feb 19, 3:12 PM ET

Size

28.9 KB

Accession

0001654954-21-001898

Insider Transaction Report

Form 4

Period: 2021-02-19

Cellular Biomedicine Group, Inc.CBMG

Liu Tony

Director

Transactions

Award
Common Stock
2021-02-19+240,000→ 487,517 total
Other
Common Stock
2021-02-19−476,817→ 10,700 total
Disposition to Issuer
Common Stock
2021-02-19−10,700→ 0 total
Other
Employee Stock Option (Right to Buy)
2021-02-19−5,300→ 0 total
Exercise: $7.23Exp: 2023-03-05→ Common Stock (5,300 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−255,000→ 0 total
Exercise: $5.00Exp: 2024-01-03→ Common Stock (255,000 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−15,000→ 0 total
Exercise: $20.63Exp: 2021-07-23→ Common Stock (15,000 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−15,000→ 0 total
Exercise: $20.63Exp: 2021-08-14→ Common Stock (15,000 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−105,800→ 0 total
Exercise: $15.53Exp: 2021-12-31→ Common Stock (105,800 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−30,000→ 0 total
Exercise: $35.53Exp: 2025-04-06→ Common Stock (30,000 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−40,000→ 0 total
Exercise: $20.00Exp: 2026-04-11→ Common Stock (40,000 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−30,000→ 0 total
Exercise: $12.55From: 2017-01-21Exp: 2027-01-21→ Common Stock (30,000 underlying)
Other
Employee Stock Option (Right to Buy)
2021-02-19−120,000→ 0 total
Exercise: $12.40Exp: 2027-03-03→ Common Stock (120,000 underlying)

Footnotes (13)

[F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 11, 2020, by and among Cellular Biomedicine Group, Inc. (the "Company"), CBMG Holdings ("Parent") and CBMG Merger Sub Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into the Company, with the Company surviving the Merger as a wholly-owned subsidiary of Parent (the "Merger"). The Merger became effective on February 19, 2021 (the "Closing Date").
[F10]This option vested over a period of three years according to the following schedule: 1/3 on December 31, 2015 and 1/3 on each anniversary thereafter.
[F11]This option vested according to the following schedule: 9,000 shares vested and became fully exercisable on April 6, 2016, 9,000 shares vested and became fully exercisable on April 6, 2017, and 12,000 shares vested and became fully exercisable on April 6, 2018.
[F12]This option vested according to the following schedule: 12,000 shares vested and became fully exercisable on April 11, 2017; 12,000 shares vested and became fully exercisable on April 11, 2018; and 16,000 shares vested and became fully exercisable on April 11, 2019.
[F13]This option vests over a period of four years according to the following schedule: 1/48th per month, with the first installment vested on March 27, 2017. In connection with the Merger, unvested options were accelerated and vested in full at the effective time of the Merger.
[F2]Effective March 3, 2017, the Reporting Person was granted performance-based restricted stock units, which, as a result of the Merger, were accelerated and vested in full at the maximum level of performance on the Closing Date.
[F3]Pursuant to an agreement between the Reporting Person and Parent, 476,817 shares of common stock held by the Reporting Person were converted into shares of common stock of Parent.
[F4]Pursuant to terms of the Merger Agreement, at the effective time of the Merger, 10,700 shares of common stock of held by the Reporting Person were cancelled and exchanged for the right to receive merger consideration of $19.75 in cash per share.
[F5]This option vested over a period of three years according to the following schedule: 1/36th per month following the vesting commencement date of March 5, 2013.
[F6]Pursuant to an agreement between the Reporting Person and Parent, the 616,100 stock options held by the Reporting Person were converted into an option to acquire ordinary shares of Parent.
[F7]This option vested over a period of three years according to the following schedule: 1/36th per month following the vesting commencement date of January 3, 2014.
[F8]This option vested over a period of three years according to the following schedule: 1/3 on July 23, 2015 and 1/3 on each anniversary thereafter.
[F9]This option vested over a period of three years according to the following schedule: 1/3 on August 14, 2015 and 1/3 on each anniversary thereafter.

Documents

1 file

4
section16.xmlPrimary
PRIMARY DOCUMENT

Issuer

Cellular Biomedicine Group, Inc.

CIK 0001378624

→

Entity typeother

Related Parties

filerCIK 0001569983

Filing Metadata

Form type: 4
Filed: Feb 18, 7:00 PM ET
Accepted: Feb 19, 3:12 PM ET
Size: 28.9 KB

View on SEC.gov