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

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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^*

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)
02/23/2022

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	02/23/2022		A(1)		23,753	A	$0.00	326,564(2)(3)	D
Common Stock	02/23/2022		A(4)		5,960	A	$0.00	332,524(2)(3)	D
Common Stock	02/24/2022		S(5)		10,812	D	$8.74(6)	321,712(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	02/23/2022		A(7)		3,450		02/23/2022	12/22/2031	Common Stock	3,450	$0.00	3,450	D

Explanation of Responses:

1. These shares of Common Stock were issued upon the vesting of Restricted Stock Units ("RSUs"), which were originally granted on November 26, 2019, in connection with the satisfaction of a performance-based vesting condition.

2. Includes unvested RSUs with vesting conditions based on the Reporting Person's continued employment or the market price of the Issuer's common stock.

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. These shares of Common Stock were issued upon the vesting of RSUs, which were originally granted on December 22, 2021, in connection with the satisfaction of a performance-based vesting condition.

5. Represents shares sold in order to pay withholding taxes due in connection with the vesting of RSUs.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.42 to $8.96. 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 the shares of Common Stock sold at each separate price within the ranges set forth in this footnote to this Form 4.

7. These Stock Options were originally granted on December 22, 2021 and vested on February 23, 2022 in connection with the satisfaction of a performance-based vesting condition.

Remarks:

	/s/ Donna Shiroma, by power of attorney	02/25/2022
	** 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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