Cellular Biomedicine (CBMG) Form 4 Cellular Biomedicine / Andrew K Chan 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^*

Chan Andrew K

(Last) (First) (Middle)

530 UNIVERSITY AVENUE, #17

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cellular Biomedicine Group, Inc. [ CBMG ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
SVP Corp Bus Dev

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2015

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	09/21/2015		M		1,296	A	$3	155,274	D
Common Stock	09/21/2015		S		1,296	D	$20.8	153,978	D
Common Stock	09/21/2015		M		1,516	A	$5.61	155,494	D
Common Stock	09/21/2015		S		1,516	D	$20.8	153,978	D
Common Stock	09/21/2015		S		25,115	D	$20.8	128,863	D
Common Stock	09/21/2015		M		33,333	A	$3	162,196	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
Non-Qualified Stock Option (right to buy) (2011 Plan)	$3	09/21/2015		M			1,296	(1)	02/20/2023	Common Stock	1,296	$0	45,371	D
Non- Qualified Stock Option (right to buy) (2013 Plan)	$5.61	09/21/2015		M			1,516	(2)	05/16/2024	Common Stock	1,516	$0	45,484	D
Incentive Stock Option (right to buy) (2011 Plan)	$3	09/21/2015		M			33,333	(3)	02/20/2023	Common Stock	33,333	$0	0	D

Explanation of Responses:

1. The option vested according to the following schedule: 1/36th per month following the vesting commencement date of February 20 2013.

2. The option vested according to the following schedule: 1/31st per month following the vesting commencement date of May 16, 2014.

3. This option vested in February 20, 2015, two years following the grant date of February 20, 2013.

	/s/ Andrew Chan	09/23/2015
	** 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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