AVITA Medical (RCEL) Form 4 AVITA Medical / MICHAEL S PERRY 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

PERRY MICHAEL S

(Last) (First) (Middle)

C/O AVITA MEDICAL, INC.

28159 AVENUE STANFORD, SUITE 220

(Street)

VALENCIA CA 91355

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AVITA Medical, Inc. [ RCEL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2021

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	12/22/2021		A		23,800	A	(1)	255,171(2)(3)(4)	D
Common Stock	12/22/2021		A		23,820	A	(5)	278,991(2)(3)	D
Common Stock	12/22/2021		A		23,820	A	(6)	302,811(2)(3)	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 Options (Right to Buy)	$12.18	12/22/2021		A		13,800		(7)	12/22/2031	Common Stock	13,800	$0.00	13,800	D
Stock Options (Right to Buy)	$12.18	12/22/2021		A		13,800		(8)	12/22/2031	Common Stock	13,800	$0.00	13,800	D
Stock Options (Right to Buy)	$12.18	12/22/2021		A		13,800		(9)	12/22/2031	Common Stock	13,800	$0.00	13,800	D

Explanation of Responses:

1. Represents an award of Restricted Stock Units ("RSUs"), each representing a contingent right to be issued one share of Common Stock, that are subject to time-based vesting criteria. These RSUs vest in four equal annual installments on December 14, 2022, 2023, 2024 and 2025.

2. Includes unvested RSUs.

3. Includes 634,602 of the Issuer's CHESS Depositary Interests ("CDIs"). CDIs are units of beneficial ownership in shares of common stock of the Issuer that are publicly traded on the Australian Securities Exchange (the "ASX") and held by CHESS Depositary Nominees Pty, Limited, a subsidiary of ASX Limited, the company that operates the ASX. Five CDIs are equivalent to one share of Common Stock and have all the rights and privileges of Common Stock. The Reporting Person holds 634,602 CDIs, which translate into 126,920 of the shares of Common Stock set forth above.

4. Amount in column 5 reflects a decrease of 6,267 shares of Common Stock from the total reported in the Reporting Person's Form 4 filed on September 7, 2021 (the "Prior Form 4") following the finalization of a division of property with the Reporting Person's former spouse pursuant to a property settlement agreement. The Reporting Person no longer reports as beneficially owned any securities owned by his former spouse following a separation occurring after the Prior Form 4.

5. Represents an award of RSUs with vesting conditioned on the market price of the Issuer's Common Stock reaching $24.36 (based upon a 10-day volume-weighted average price) by June 30, 2023. Upon the condition being met, a portion of the RSUs will vest immediately and the remainder will vest in a number of annual installments depending on the year in which the condition is met.

6. Represents an award of RSUs with vesting conditioned on the market capitalizaton of the Issuer being $1.25 billion or greater for 30 consecutive calendar days on or before December 31, 2024. Upon the condition being met, a portion of the RSUs will vest immediately and the remainder will vest in a number of annual installments depending on the year in which the condition is met.

7. These Stock Options vest in four equal annual installments on December 14, 2022, 2023, 2024 and 2025.

8. These vesting of these Stock Options is conditioned on on the market price of the Issuer's Common Stock reaching $24.36 (based upon a 10-day volume-weighted average price) by June 30, 2023. Upon the condition being met, a portion of the Stock Options will vest immediately and the remainder will vest in a number of annual installments depending on the year in which the condition is met.

9. The vesting of these Stock Options is conditioned on the market capitalizaton of the Issuer being $1.25 billion or greater for 30 consecutive calendar days on or before December 31, 2024. Upon the condition being met, a portion of the Stock Options will vest immediately and the remainder will vest in a number of annual installments depending on the year in which the condition is met.

Remarks:

	/s/ Donna Shiroma, by power of attorney	12/27/2021
	** 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.