Vicky Hahne Form 4 Celcuity / Vicky Hahne 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^*

Hahne Vicky

(Last) (First) (Middle)

16305 36TH AVENUE N.

SUITE 100

(Street)

MINNEAPOLIS MN 55446

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Celcuity Inc. [ CELC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/28/2020

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								7,123(1)	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 Option (right to buy)	$8.4							(2)	05/17/2027	Common Stock	37,500		37,500	D
Stock Option (right to buy)	$23.48							(3)	07/05/2028	Common Stock	3,000		3,000	D
Stock Option (right to buy)	$25.77							(4)	10/17/2028	Common Stock	932		932	D
Stock Option (right to buy)	$19.72							(5)	08/12/2029	Common Stock	3,000		3,000	D
Stock Option (right to buy)	$5.9							(6)	08/12/2030	Common Stock	10,000		10,000	D
Stock Option (right to buy)	$10.35	12/28/2020		A		1,122		(7)	12/28/2030	Common Stock	1,122	$0	1,122	D

Explanation of Responses:

1. Includes 1,809 shares acquired on October 31, 2020 pursuant to the Issuer's Employee Stock Purchase Plan.

2. 9,375 shares vest on 7/1/18; the remaining 28,125 shares vest 1/36th per month thereafter.

3. 750 shares vest on 7/5/19; the remaining 2,250 shares vest 1/36th per month thereafter.

4. 233 shares vest on 10/17/19; the remaining 699 shares vest 1/36th per month thereafter.

5. 750 shares vest on 8/12/20; the remaining 2,250 shares vest 1/36th per month thereafter.

6. 2,500 shares vest on 8/12/21; the remaining 7,500 shares vest 1/36th per month thereafter.

7. 280 shares vest on 12/29/21; the remaining 842 shares vest 1/36th per month thereafter.

Remarks:

	/s/ Eric Madson as Attorney-in-Fact for Vicky Hahne pursuant to Power of Attorney previously filed.	12/30/2020
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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