SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
PORTNOY DAVID

(Last) (First) (Middle)
700 BROOKER CREEK BLVD
SUITE 1800

(Street)
OLDSMAR FL 34677

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CRYO CELL INTERNATIONAL INC [ CCEL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman, Co-CEO
3. Date of Earliest Transaction (Month/Day/Year)
12/22/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
02/08/2022
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 102,586 I By Spouse
Common Stock 98,162 I By 401K
Common Stock 790,472 D
Common Stock 152,882 I By Corporation(1)
Common Stock 15,611 I As Custodian for Daughter
Common Stock 9,974 I As Custodian for Son
Common Stock 59,027 I By LLC(2)
Common Stock 199,080 I By IRA
Common Stock 55,219 I By Corporation(3)
Common Stock 11,352 I As Custodian for Son
Common Stock 11,242 I As Custodian for Son
Common Stock 10,783 I As Custodian for Son
Common Stock 9,122 I As Custodian for Daughter
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $3.14 04/15/2016 04/15/2026 Common Stock 70,270 70,270 D
Stock Option $7.92 03/08/2018 03/08/2028 Common Stock 23,636 23,636 D
Stock Option $7.53 08/30/2019 08/30/2029 Common Stock 26,243 26,243 D
Stock Option $7.28 12/20/2019(4) 12/20/2029 Common Stock 23,636 23,636 D
Stock Option $13.5 12/22/2021 A 24,447(5) 12/22/2021 12/22/2024 Common Stock 24,447 $13.5 24,447 D
Stock Option $12.27 12/22/2021 A 553(5) 12/22/2021 12/22/2024 Common Stock 553 $12.27 553 D
Stock Option $12.27 12/22/2021 A 280,000(6) 12/22/2021 12/22/2028 Common Stock 280,000 $12.27 280,000 D
Explanation of Responses:
1. Shares of Common Stock held by Mayim Investment Limited Partnership as is David I. Portnoy may be deemed the beneficial owner as the managing member and owner of Mayim Management, LLC, which is the general partner of Mayim Management Limited Partnership, which is the general partner of Mayim Investment Limited Partnership.
2. Shares of Common Stock held by uTIPu, Inc., as to which David I. Portnoy may be deemed the beneficial owner as the Chairman of the Board and Secretary.
3. Share of Common Stock held by Partner Community, as to which David I. Portnoy may be deemed beneficial owner as the Chairman of the Board and Secretary and as the managing member of Mayim Management, LLC, which may exercise investment and voting discretion over such shares of Common Stock in accordance with the Investment Advisory Agreement.
4. Stock options will vest 1/3 on the date of grant, 1/3 on December 1, 2020 and 1/3 on December 1, 2021.
5. The reporting person is amending his Form 4 filed on December 27, 2021 to correct an inadvertent error in reporting the exercise price of the Incentive Stock Option due to the reporting person being a 10% shareholder. This amended Form 4 also breaks out the stock option grant for Incentive Stock Options versus Non-Qualified Stock Options due to the value restrictions on Incentive Stock Options. The vesting is 1/3 on the date of grant, 1/3 on December 22, 2022 and 1/3 on December 22, 2023.
6. Stock options vest immediately if the price of the Company's stock reaches $25.00 per share during the seven-year option term.
Remarks:
/s/ David Portnoy 02/08/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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