Greenman William Mariner Form 4 CERUS / William Mariner Greenman 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^*

Greenman William Mariner

(Last) (First) (Middle)

C/O CERUS CORPORATION

1220 CONCORD AVE SUITE 600

(Street)

CONCORD CA 94520

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CERUS CORP [ CERS ]

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)
03/12/2020

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	03/17/2020		M		28,125	A	(1)	710,526(2)	D
Common Stock	03/17/2020		S		10,936(3)	D	$3.5947	699,590	D
Common Stock	03/17/2020		M		71,667	A	(1)	771,257	D
Common Stock	03/17/2020		S		27,865(3)	D	$3.5947	743,392	D
Common Stock	03/17/2020		M		151,667	A	(1)	895,059	D
Common Stock	03/17/2020		S		69,210(3)	D	$3.5947	825,849	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
Restricted Stock Unit	(1)	03/12/2020		M			28,125	(4)	(4)	Common Stock	28,125	(5)	0	D
Restricted Stock Unit	(1)	03/12/2020		M			71,667	(6)	(6)	Common Stock	71,667	(5)	71,666	D
Restricted Stock Unit	(1)	03/12/2020		M			151,667	(7)	(7)	Common Stock	151,667	(5)	303,333	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one (1) share of Cerus Common Stock.

2. Includes 1,445 and 2,471 shares purchased under Issuer's Employee Stock Purchase Plan on 08/30/19 and 02/28/20, respectively.

3. Represents shares sold pursuant to an instruction intended to comply with the requirements of Rule 10b5-1 that was elected by the Reporting Person on the date of grant to cover statutory tax withholding obligations and corresponding brokerage fee in connection with the vesting of the restricted stock units listed in Table II and does not represent a discretionary sale by the reporting person.

4. The restricted stock unit vests in three equal annual installments beginning on March 12, 2018.

5. Not applicable.

6. The restricted stock unit vests in three equal annual installments beginning on March 12, 2019.

7. The restricted stock unit vests in three equal annual installments beginning on March 12, 2020.

Remarks:

	William M. Greenman, by Chrystal Menard, attorney-in-fact	03/24/2020
	** 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).
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