Hawkins Richard J Form 4 CYTORI THERAPEUTICS / Richard J Hawkins ownership change

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^*

Hawkins Richard J

(Last) (First) (Middle)

3020 CALLAN ROAD

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CYTORI THERAPEUTICS, INC. [ CTYX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/28/2017

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

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
Subscription Rights (Right to Buy)	$1,000	11/28/2017		X			3	11/02/2017	11/21/2017	see footnote(1)	(1)	(1)	0	D
Series B Preferred Stock	$0.3333	11/28/2017		X		3		11/28/2017	(2)	Common Stock	9,000	(1)	3	D
Warrants (Right to Buy)	$0.3333	11/28/2017		X		5,400		(3)	05/28/2020	Common Stock	5,400	(1)	5,400	D

Explanation of Responses:

1. The preferred stock and the warrants reported on this Form 4 were acquired pursuant to the exercise of subscription rights previously distributed by Cytori Therapeutics, In. (the "Company") to all holders of the Company's common stock on October 27, 2017. The subscription rights entitled each recipient to purchase units ("Units"). Each Unit consists of one share of the Company's Series B Preferred Stock (convertible into 3,000 shares of the Company's common stock) and 1,800 warrants, with each warrant representing the right to purchase one share of the Company's common stock. The purchase price for each Unit was $1,000.

2. The Series B Preferred Stock has no expiration date.

3. Each warrant entitles the holder to purchase one share of the Company's common stock at an exercise price of $0.3333 per share from the date the Company receives stockholder approval of an amendment to its certificate of incorporation to increase its authorized shares of common stock through May 28, 2020.

Remarks:

	Tiago Girao, By Power of Attorney For: Richard Hawkins	11/29/2017
	** 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).
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