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Filing Details

Accession Number:: 0001654954-20-001540
Form Type:: 5
Zero Holdings:: No
Publication Time:: 2020-02-13 17:23:31
Reporting Period:: 2019-12-31

Accepted Time:: 2020-02-13 17:23:31
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1378624	Cellular Biomedicine Group Inc.	CBMG	Biological Products, (No Disgnostic Substances) (2836)	861032927

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1569877	K Andrew Chan	1345 Avenue Of The Americas, Fl. 15 New York NY 10105	Ch Legal Ofr, Corp Dev & Sec	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2019-01-31	178	$17.69	175,810	No	4	S	Direct
Common Stock	Acquisiton	2019-12-12	20,000	$0.00	195,810	No	4	A	Direct
Common Stock	Disposition	2019-02-27	178	$18.06	195,632	No	4	S	Direct
Common Stock	Disposition	2019-03-27	486	$16.80	195,146	No	4	S	Direct
Common Stock	Disposition	2019-04-29	486	$16.89	194,660	No	4	S	Direct
Common Stock	Disposition	2019-05-28	486	$16.94	194,174	No	4	S	Direct
Common Stock	Disposition	2019-06-27	486	$14.94	193,688	No	4	S	Direct
Common Stock	Disposition	2019-07-29	486	$13.70	193,202	No	4	S	Direct
Common Stock	Disposition	2019-08-27	486	$11.47	192,716	No	4	S	Direct
Common Stock	Disposition	2019-09-27	485	$14.68	192,231	No	4	S	Direct
Common Stock	Disposition	2019-10-28	485	$15.08	191,746	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	A	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (Right to Buy)	Acquisiton	2016-04-08	15,000	$0.00	15,000	$18.61

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
15,000		2026-04-08	No	4	A	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Employee Stock Option (Right to Buy)	$5.61		2024-05-16	37,904	37,904	Direct
Common Stock	Employee Stock Option (Right to Buy)	$3.00		2023-02-20	38,880	38,880	Direct
Common Stock	Employee Stock Option (Right to Buy)	$12.55	2017-01-20	2027-01-20	15,000	15,000	Direct
Common Stock	Employee Stock Option (Right to Buy)	$12.40		2027-03-03	23,000	23,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2024-05-16	37,904	37,904	Direct
2023-02-20	38,880	38,880	Direct
2027-01-20	15,000	15,000	Direct
2027-03-03	23,000	23,000	Direct

Footnotes

As previously reported on the Reporting Person's Form 4 filed on April 3, 2017, on March 27, 2017 the Reporting Person was granted 23,000 restricted stock units ("RSUs") (Grant No. LTIP RSU G5) under the Cellular Biomedicine Group, Inc. 2014 Stock Incentive Plan (the "Plan"), which RSUs vest over a period of four years according to the following schedule: 1/48th per month, with the first installment vested on March 27, 2017.
As previously reported on the Issuer's Form DEF 14A Definitive Proxy Statement filed on March 15, 2019, the Reporting Person was granted an additional 20,000 time vesting RSUs (the "Appended RSU") to append his 2017 LTIP award (Grant No. LTIP RSU G5) under the Cellular Biomedicine Group, Inc. 2014 Stock Incentive Plan (the "Plan"), the Appended RSUs vest 1/24th per month over the remaining vesting period of the 2017 LTIP award with the first installment of the Appended RSU vested on March 27, 2019.
On January 25, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 178 shares of common stock at a per share price of $17.69. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On February 27, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 178 shares of common stock at a per share price of $18.06. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On March 27, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 486 shares of common stock at a per share price of $16.80. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On April 29, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 486 shares of common stock at a per share price of $16.89. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On May 28, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 486 shares of common stock at a per share price of $16.94. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On June 27, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 486 shares of common stock at a per share price of $14.94. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On July 29, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 486 shares of common stock at a per share price of $13.70. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On August 27, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 486 shares of common stock at a per share price of $11.47. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On September 27, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 485 shares of common stock at a per share price of $14.68. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
On October 28, 2019, upon vesting of his RSUs, the Reporting Person sold an aggregate of 485 shares of common stock at a per share price of $15.08. The transaction was effectuated for the purpose of fulfilling his tax obligations in accordance with the terms of his employment agreement and the Plan. Accordingly, the Reporting Person had no discretion with regard to the timing of the transaction.
Due to administrative errors, the Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year was inaccurately reported in Column 5 of Table I of the Reporting Person's Form 5 filed on February 14, 2019 (the "2019 Form 5") and prior Section 16 reports. As a result, the Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year in Column 5 of Table I of this form does not correspond with the number reported in the 2019 Form 5. This form corrects the prior reporting and rounding errors made in Column 5 of Table I of the Reporting Person's prior Section 16 reports.
In the Reporting Person's prior Section 16 reports, employee stock options were referred to using various differing titles. For convenience, in the Reporting Person's future Section 16 reports, all employee stock options to buy common stock will be referred to using the title "Employee Stock Option (Right to Buy)." The nature and economic terms of the re titled employee stock options remain unchanged.
As previously reported on the Issuer's Form DEF 14A Definitive Proxy Statement filed on March 17, 2017, on April 8, 2016, the Reporting Person was granted an employee stock option to purchase up to 4,500 shares of common stock, which vested and became fully exercisable April 8, 2017, and another employee stock option to purchase up to 10,500 shares of common stock, of which 4,500 shares vested and became fully exercisable on February 7, 2018 and 6,000 shares vested and became fully exercisable on February 7, 2019.
This option vested according to the following schedule: 1/31st per month following the vesting commencement date of May 16, 2014.
The option vested according to the following schedule: 1/36th per month following the vesting commencement date of February 20, 2013.
This option (Grant No. 14-328) 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.
As a result of a typographical error, the expiration date on these derivative securities was incorrectly reported as May 16, 2023 on the Reporting Person's Form 4 filings filed on December 22, 2015, January 21, 2016, and February 19, 2016.
The acquisition of these derivative securities was previously reported on the Reporting Person's Form 4 filed on August 18, 2014, with subsequent dispositions reported on Form 4 filings filed on September 23, 2015, October 21, 2015, November 19, 2015, December 22, 2015, January 21, 2016, and February 19, 2016. This holdings entry is included solely to reconfirm the number derivative securities of this class beneficially owned by the Reporting Person.
The acquisition of these derivative securities was previously reported on the Reporting Person's Form 4 filed on February 22, 2013, with subsequent dispositions reported on Form 4 filings filed on September 23, 2015, October 21, 2015, November 23, 2015, December 22, 2015, January 21, 2016, and February 23, 2016. This holdings entry is included solely to reconfirm the number derivative securities of this class beneficially owned by the Reporting Person.
This transaction was previously reported on the Reporting Person's Form 4 filed on April 3, 2017. This holdings entry is included solely to reconfirm the number derivative securities of this class beneficially owned by the Reporting Person.