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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Unit | (1) | 03/10/2019 | M | 6,000 | (4) | (4) | Common Stock | 6,000 | (5) | 0 | D | ||||
Option (Right to Buy) | $ 2.15 | 03/11/2019 | M | 2,783 | (6) | 09/30/2019 | Common Stock | 2,783 | (5) | 2,786 | D | ||||
Restricted Stock Unit | (1) | 03/12/2019 | M | 7,500 | (7) | (7) | Common Stock | 7,500 | (5) | 7,500 | D | ||||
Restricted Stock Unit | (1) | 03/12/2019 | M | 15,834 | (8) | (8) | Common Stock | 15,834 | (5) | 31,666 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Green Kevin Dennis C/O CERUS CORPORATION 2550 STANWELL DRIVE CONCORD, CA 94520 |
Chief Financial Officer |
Kevin D. Green, by Chrystal Menard, attorney-in-fact | 03/13/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each restricted stock unit represents a contingent right to receive one (1) share of Cerus Common Stock. |
(2) | Represents the number of shares required to be sold to cover the statutory tax withholding obligations and corresponding brokerage fee in connection with the vesting of the restricted stock units listed in Table II. This sale is mandated by the election to satisfy the minimum statutory tax withholding obligations through a "sell to cover" transaction and does not represent a discretionary sale by the reporting person. |
(3) | This transaction was executed pursuant to a 10b5-1 plan. The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.44 to $6.49 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. |
(4) | The restricted stock unit vests in three equal annual installments beginning on March 10, 2017. |
(5) | Not applicable. |
(6) | One eighth (1/8th) of the shares subject to the Option vested six (6) months after the grant date, and one forty-eighth (1/48th) of the shares subject to the Option vested each month thereafter. |
(7) | The restricted stock unit vests in three equal annual installments beginning on March 12, 2018. |
(8) | The restricted stock unit vests in three equal annual installments beginning on March 12, 2019. |