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4
MULROY MICHAEL H. filed this Form 4 on 03/05/2019
Entire Document
 
SEC FORM 4 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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OMB Number: 3235-0287
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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*
Mulroy Michael H.

(Last) (First) (Middle)
C/O ASTERIAS BIOTHERAPEUTICS, INC.
6300 DUMBARTON CIRCLE

(Street)
FREMONT CA 94555

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Asterias Biotherapeutics, Inc. [ AST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
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 03/01/2019 A(1) 252,606 A $0 350,210 D
Common Stock 03/01/2019 F(2) 76,588 D $0.95 273,622 D
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 Options $1.95 (3) 03/14/2028 Common Stock 200,000 200,000 D
Stock Options $3.7 (4) 06/25/2027 Common Stock 800,000 800,000 D
Explanation of Responses:
1. The shares reported herein were awarded to the Reporting Person by the Issuer's Board of Directors upon recommendation by the Compensation Committee, in connection with the Company's 2018 bonus payment to the Reporting Person, in lieu of cash payment to the Reporting Person.
2. Shares withheld for tax purposes exempt under Rule 16(b)-3 in connection with the grant of shares reported herein.
3. Subject to Mr. Mulroy's continued employment with the Company, 25% of the granted stock options vest on the first anniversary of the grant date, and the remaining 75% of the stock options in equal monthly installments over 36 months commencing after the first anniversary of the grant date. The grant date of these options was March 14, 2018. The stock options are exercisable upon vesting.
4. Subject to Mr. Mulroy's continued employment with the Company, the stock options vest in equal monthly installments over 48 months commencing on July 31, 2017. The stock options are exercisable upon vesting.
/s/ Michael H. Mulroy 03/05/2019
** 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.
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 Number.

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