-----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, NBHrXtLNFLshqpgxot3eXF7rBsdMGoE39mIRDyC13a5M1IgHl9efBBqAIDJ9/Ma+ uj6Z0h/R9QMCWKvH/4oHDQ== 0001209191-09-020870.txt : 20090407 0001209191-09-020870.hdr.sgml : 20090407 20090407181016 ACCESSION NUMBER: 0001209191-09-020870 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090403 FILED AS OF DATE: 20090407 DATE AS OF CHANGE: 20090407 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MCGLYNN MARTIN M CENTRAL INDEX KEY: 0001230631 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19871 FILM NUMBER: 09738433 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: STEMCELLS INC CENTRAL INDEX KEY: 0000883975 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 943078125 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3155 PORTER DRIVE STREET 2: . CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: 6504753100 MAIL ADDRESS: STREET 1: 3155 PORTER DRIVE STREET 2: . CITY: PALO ALTO STATE: CA ZIP: 94304 FORMER COMPANY: FORMER CONFORMED NAME: CYTOTHERAPEUTICS INC/DE DATE OF NAME CHANGE: 19930328 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2009-04-03 0 0000883975 STEMCELLS INC STEM 0001230631 MCGLYNN MARTIN M C/O STEMCELLS, INC. 3155 PORTER DRIVE PALO ALTO CA 94304 1 1 0 0 President & CEO Common Stock 2009-04-03 4 M 0 57000 0.94 A 420344 D Common Stock 2009-04-03 4 S 0 145344 1.6614 D 275000 D Stock Option (right to buy) 0.94 2009-04-03 4 M 0 57000 0.00 D 2013-02-05 Common Stock 57000 0 D Includes 275,000 restricted stock units, with 1/2 of these vesting on March 10, 2010, and 1/2 of these vesting on March 10, 2011. The $1.6614 per share price was the weighted average price of open market sales by Mr. McGlynn on 4/3/2009. Actual prices ranged from $1.7075 per share to $1.65 per share. Mr. McGlynn will provide full information about the number of shares sold at each price, upon request by the SEC, the issuer or any security holder of the issuer. The non-qualified employee stock option covering the right to buy these shares was granted on 2/5/2003 under the issuer's 2001 Equity Incentive Plan; 1/4 of the option (75,000 shares) vested on the first anniversary of the grant and 1/48 of the option vested per month thereafter. /s/ Ken Stratton, attorney-in-fact 2009-04-07 EX-24.4_282640 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Kenneth Stratton, George Koshy and Martin McGlynn, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of StemCells, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority, including the NASDAQ Stock Market; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with the Securities Act of 1933 or the rules promulgated thereunder, including Rule 144, or the Securities and Exchange Act of 1934 or the rules promulgated thereunder, including Section 16. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 4th day of May, 2007. _____________/s/________________________ Signature ________Martin McGlynn_____________ Print Name -----END PRIVACY-ENHANCED MESSAGE-----