-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PQb1TpbuM7ZuQaeI9irD+eOdraeU7ptQsou3qoRVV36Htukzt6J7xTGro9gRfBi5 3u5ZwnAIpe5x0nUAxuQdUQ== 0001140361-09-024366.txt : 20091102 0001140361-09-024366.hdr.sgml : 20091102 20091102184643 ACCESSION NUMBER: 0001140361-09-024366 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091029 FILED AS OF DATE: 20091102 DATE AS OF CHANGE: 20091102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: May Larry Alan CENTRAL INDEX KEY: 0001354850 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33650 FILM NUMBER: 091152285 MAIL ADDRESS: STREET 1: 11038 HILDRETH COURT CITY: CAMARILLO STATE: CA ZIP: 93012 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NeoStem, Inc. CENTRAL INDEX KEY: 0000320017 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 222343568 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 420 LEXINGTON AVENUE STREET 2: SUITE 450 CITY: NEW YORK STATE: NY ZIP: 10170 BUSINESS PHONE: 212-584-4171 MAIL ADDRESS: STREET 1: 420 LEXINGTON AVENUE STREET 2: SUITE 450 CITY: NEW YORK STATE: NY ZIP: 10170 FORMER COMPANY: FORMER CONFORMED NAME: PHASE III MEDICAL INC/DE DATE OF NAME CHANGE: 20030819 FORMER COMPANY: FORMER CONFORMED NAME: CORNICHE GROUP INC /DE DATE OF NAME CHANGE: 19951117 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY MEDICAL INC DATE OF NAME CHANGE: 19951025 4 1 doc1.xml FORM 4 X0303 4 2009-10-29 0 0000320017 NeoStem, Inc. NBS 0001354850 May Larry Alan C/O NEOSTEM, INC. 420 LEXINGTON AVENUE, SUITE 450 NEW YORK NY 10170 0 1 0 0 Chief Financial Officer Stock Options (right to buy) 2.04 2009-10-29 4 A 0 150000 0 A 2019-10-28 Common Stock, par value $0.001 per share 150000 150000 D Stock Options (right to buy) 18.00 2009-10-30 4 D 0 3000 D 2013-09-10 Common Stock, par value $0.001 per share 3000 0 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 3000 A 2013-09-10 Common Stock, par value $0.001 per share 3000 3000 D Stock Options (right to buy) 10.00 2009-10-30 4 D 0 1000 D 2014-11-14 Common Stock, par value $0.001 per share 1000 0 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 1000 A 2014-11-14 Common Stock, par value $0.001 per share 1000 1000 D Stock Options (right to buy) 5.00 2009-10-30 4 D 0 1500 D 2016-01-18 Common Stock, par value $0.001 per share 1500 0 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 1500 A 2016-01-18 Common Stock, par value $0.001 per share 1500 1500 D Stock Options (right to buy) 5.30 2009-10-30 4 D 0 10000 D 2016-06-01 Common Stock, par value $0.001 per share 10000 0 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 10000 A 2016-06-01 Common Stock, par value $0.001 per share 10000 10000 D Stock Options (right to buy) 6.00 2009-10-30 4 D 0 20000 D 2016-12-04 Common Stock, par value $0.001 per share 20000 0 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 20000 A 2016-12-04 Common Stock, par value $0.001 per share 20000 20000 D Stock Options (right to buy) 4.95 2009-10-30 4 D 0 20000 D 2017-09-26 Common Stock, par value $0.001 per share 20000 0 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 20000 A 2017-09-26 Common Stock, par value $0.001 per share 20000 20000 D Stock Options (right to buy) 1.90 2009-10-30 4 A 0 41476 0 A 2016-10-29 Common Stock, par value $0.001 per share 41476 41476 D Effective on October 29, 2009, the date of grant, the reporting person was granted an option to purchase 150,000 shares of common stock of NeoStem, Inc. (the "Company"), pursuant and subject to the Company's 2009 Equity Compensation Plan. The option vests in its entirety on the date of grant. Each pair of reported transactions involved an amendment of the exercise price of an option outstanding under the Company's 2003 Equity Participation Plan (the "2003 Plan") resulting in the deemed cancellation of the "old" option and the grant of a replacement option pursuant and subject to the Company's 2003 Plan, as amended. In each case the expiration date and vesting schedule have been maintained. The amendment to the exercise price was effected pursuant to approval received from the Company's stockholders ("Stockholder Approval") at its Special Meeting of Stockholders held on October 29, 2009 (the "Special Meeting") and as described in the Company's Proxy Statement/Prospectus on Form S-4/A filed with the Securities and Exchange Commission on October 6, 2009 (the "Form S-4"). The option was granted on September 11, 2003 and vested in its entirety upon the date of grant. The option was originally granted to the reporting person pursuant to and subject to the 2003 Plan on November 15, 2004 and vested in its entirety upon such date of grant. The option was granted on January 19, 2006 and became fully vested on June 2, 2006. The option was granted on June 2, 2006 and became fully vested on October 31, 2008, upon the achievement of a business milestone. The option was granted on December 5, 2006 and (i) vested as to 5,000 shares on August 8, 2007, upon the achievement of a business milestone, (ii) is scheduled to vest as to an additional 5,000 shares upon the achievement of a separate business milestone, and (iii) is scheduled to vest as to the remaining 10,000 shares upon the achievement of a separate business milestone. The option was granted on September 27, 2007 and vested as to (i) 5,000 shares upon the date of grant; (ii) 5,000 shares on March 28, 2008, upon the achievement of a business milestone; and (iii) 5,000 shares on October 30, 2009, upon the consummation of the merger of China Biopharmaceuticals Holdings, Inc. with and into CBH Acquisition LLC, a wholly-owned subsidiary of the Company. It is scheduled to vest as to the remaining 5,000 shares upon the achievement of a separate business milestone. Effective on October 30, 2009, the reporting person was granted an option to purchase 41,476 shares of common stock of the Company, pursuant and subject to the Company's 2009 Equity Compensation Plan and Stockholder Approval received at the Special Meeting to issue discretionary grants in connection with the option repricing as described in the Form S-4. This option vested in its entirety as to 31,620 shares on the date of grant and an aggregate of 9,856 shares will vest upon the achievement of business milestones. Larry Alan May, By: /s/ Catherine M. Vaczy, Esq., Attorney-in-Fact 2009-11-02 -----END PRIVACY-ENHANCED MESSAGE-----