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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol CERUS CORP [ CERS ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 08/22/2016 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 08/22/2016 | M | 11,000 | A | $4.19 | 53,167(1) | D | |||
Common Stock | 08/22/2016 | S | 11,000 | D | $6.7931(2) | 42,167 | D | |||
Common Stock | 08/22/2016 | M | 6,150 | A | $5.55 | 48,317 | D | |||
Common Stock | 08/22/2016 | S | 6,150 | D | $6.8111(3) | 42,167 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Option (Right to Buy) | $4.19 | 08/22/2016 | M | 11,000 | (4) | 09/30/2017 | Common Stock | 11,000 | (5) | 0 | D | ||||
Option (Right to Buy) | $5.55 | 08/22/2016 | M | 6,150 | (6) | 10/01/2016 | Common Stock | 6,150 | (5) | 0 | D |
Explanation of Responses: |
1. This amount includes the following shares purchased under Cerus' 1996 Employee Stock Purchase Plan: 1,942 on 2/29/16, 3,590 on 8/31/15, 2,430 on 2/27/2015, 2,451 on 8/29/2014, 2,143 on 2/28/2014, 3,733 on 8/30/2013, 3,404 on 8/31/2012, 5,274 on 2/28/2010. |
2. The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.79 to $6.81 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the aforementioned range set forth. |
3. The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.81 to $6.82 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the aforementioned range set forth. |
4. One eighth (1/8th) of the shares subject to this Option vested six (6) months after October 1, 2008, and one forty-eighth (1/48th) of the shares subject to this Option vested on the first day of each month thereafter. |
5. Not applicable. |
6. The shares subject to the Option vested in forty-eight (48) equal monthly installments over 4 years after October 2, 2006. |
Remarks: |
Kevin D. Green by Chrystal N. Menard attorney-in-fact | 08/23/2016 | |
** 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. |