Statement of Changes in Beneficial Ownership (4)
24 June 2016 - 7:57AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
Wei Eric
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2. Issuer Name
and
Ticker or Trading Symbol
Caladrius Biosciences, Inc.
[
CLBS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O CALADRIUS BIOSCIENCES, INC., 106 ALLEN ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/22/2016
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(Street)
BASKING RIDGE, NJ 07920
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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6/22/2016
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A
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7500
(1)
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A
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$0
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26500
(2)
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D
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Common Stock
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1987426
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I
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See Footnote
(3)
(4)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Options to Purchase Common Stock
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$0.516
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6/22/2016
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A
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12500
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6/22/2017
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6/22/2026
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Common Stock
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12500
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$0
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12500
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D
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Explanation of Responses:
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(
1)
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Represents 7,500 shares of restricted stock granted under the Issuer's 2015 Equity Compensation Plan that will vest on June 22, 2017.
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(
2)
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Includes 9,000 shares of unvested restricted stock granted under the Issuer's 2015 Equity Compensation Plan that will vest on January 25, 2017 and 7,500 shares of unvested restricted stock granted under the Issuer's 2015 Equity Compensation Plan that will vest on June 22, 2017.
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(
3)
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1,975,426 shares of Common Stock of the Issuer are held by RimAsia Capital Partners L.P., a Cayman Islands exempted limited partnership ("RimAsia LP"), and 12,000 shares of Common Stock of the Issuer are held by RimAsia Capital Partners Manager, Ltd., a Cayman Islands exempted company ("RimAsia Manager").
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(
4)
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RimAsia Capital Partners GP, L.P., a Cayman Islands exempted limited partnership ("RimAsia GP"), is the general partner of RimAsia LP. RimAsia Manager is the Fund Manager of RimAsia GP and the Manager of RimAsia LP. Mr. Wei is the managing partner of RimAsia LP, an indirect partner of RimAsia GP, a director of RimAsia Capital Partners GP, Ltd. and a director of RimAsia Manager. As a result, Mr. Wei may be deemed to have sole power to vote certain of the securities held by RimAsia LP and RimAsia Manager. Mr. Wei disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein, and the inclusion of these securities shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act or for any other purpose.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Wei Eric
C/O CALADRIUS BIOSCIENCES, INC.
106 ALLEN ROAD
BASKING RIDGE, NJ 07920
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X
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Signatures
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Eric H.C. Wei, By: /s/ Todd C. Girolamo, Esq., Attorney-in-Fact
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6/23/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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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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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 control number.
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