UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. _______)^*

Cellular Biomedicine Group, Inc.

---

(Name of Issuer)

Common Stock, $0.001 par value

---

(Title of Class of Securities)

15117P102

---

(CUSIP Number)

September 26, 2018

---

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

X

Rule 13d-1(c)

Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

Item 1.

(a)	Name of Issuer:

Cellular Biomedicine Group, Inc. (the "Issuer").

(b)	Address of Issuer's Principal Executive Offices

19925 Stevens Creek Blvd., Suite 100, Cupertino, California 95014

Item 2.

(a)	Name of Person Filing:

This Schedule 13G is filed by Novartis Pharma AG and Novartis AG. Novartis Pharma AG is the record holder of 1,458,257 shares of common stock of the Issuer. As the parent of Novartis Pharma AG, Novartis AG may be deemed to beneficially own these shares. Novartis Pharma AG and Novartis AG are together referred to herein as the "Reporting Persons." The Reporting Persons have entered into a Joint Filing Agreement, dated September 28, 2018, a copy of which is filed with this Schedule 13G as Exhibit B, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act. 

(b)	Address or Principal Business Office or, if None, Residence:

The address of the principal business office of each of Novartis Pharma AG and Novartis AG is Lichtstrasse 35, 4056 Basel, Switzerland.

(c)	Citizenship

Novartis AG and Novartis Pharma AG are each corporations organized under the laws of Switzerland.

(d)	Title of Class of Securities

Common Stock, $0.001 par value

(e)	CUSIP Number

15117P102

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4.  Ownership.

(a)	Amount beneficially owned:  1,458,257

(b)	Percent of class:7.9%

(c)	Number of shares as to which the person has:

(i)	Sole power to vote or to direct the vote:  -0-

(ii)	Shared power to vote or to direct the vote: 1,458,257

(iii)

Sole power to dispose or to direct the disposition of:  -0-

(iv)	Shared power to dispose or to direct the disposition of: 1,458,257

(d)	Amount beneficially owned:  1,458,257

(e)	Percent of class:7.9%

(f)	Number of shares as to which the person has:

(i)	Sole power to vote or to direct the vote:  -0-

(ii)	Shared power to vote or to direct the vote: 1,458,257

(iii)

Sole power to dispose or to direct the disposition of:  -0-

(iv)	Shared power to dispose or to direct the disposition of: 1,458,257

Item 5.  Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   .

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Item 8.  Identification and Classification of Members of the Group

Not applicable.

Item 9.  Notice of Dissolution of Group

Not applicable.

Item 10.  Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: September 28, 2018

NOVARTIS PHARMA AG

Name:  J. B. Emery

Title: Authorized Signatory

Name:  M. Morawietz

Title: Authorized Signatory

NOVARTIS AG

Name:  K. Roth Pellenda

Title: Authorized Signatory

Name:  F. Eichhorn

Title: Authorized Signatory

A	Evidence of Signature Authority

B	Joint Filing Agreement dated September 28, 2018

EVIDENCE OF SIGNATURE AUTHORITY

 

Excerpt from Commercial Register of Novartis AG:

 

 

---

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree as follows:

 

(i)           Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and

 

 

Date: September 28, 2018

NOVARTIS PHARMA AG

Name:  J. B. Emery

Title: Authorized Signatory

Name:  M. Morawietz

Title: Authorized Signatory

NOVARTIS AG

Name:  K. Roth Pellenda

Title: Authorized Signatory

Name:  F. Eichhorn

Title: Authorized Signatory