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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 12/22/23 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 862692 |
| Issuer Name: CRYO CELL INTERNATIONAL INC |
| Issuer Trading Symbol: CCEL |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1529249 |
| | Owner Name: Portnoy Mark L. |
| Reporting Owner Address: |
| | Owner Street 1: 700 BROOKER CREEK BLVD |
| | Owner Street 2: SUITE 1800 |
| | Owner City: OLDSMAR |
| | Owner State: FL |
| | Owner ZIP Code: 34677 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: Co-CEO |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 42,266 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By 401K |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 71,529 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Partnership |
| Footnote ID: F1 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 821,973 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Derivative Table: |
| Derivative Holding: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 7.53 |
| | Exercise Date: |
| | | Value: 8/30/19 |
| | Expiration Date: |
| | | Value: 8/30/29 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 22,222 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 22,222 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 7.28 |
| | Exercise Date: |
| | | Value: 12/20/19 |
| | Expiration Date: |
| | | Value: 12/20/29 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 20,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 20,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 13.50 |
| | Exercise Date: |
| | | Value: 12/22/21 |
| | | Footnote ID: F2 |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Value: 12/22/24 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 20,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 20,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 12.27 |
| | Exercise Date: |
| | | Value: 12/22/21 |
| | | Footnote ID: F2 |
| | | Footnote ID: F4 |
| | Expiration Date: |
| | | Value: 12/22/28 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 100,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 100,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 4.77 |
| | Exercise Date: |
| | | Value: 1/3/23 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Value: 1/3/28 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 25,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 25,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 4.30 |
| | Exercise Date: |
| | | Value: 12/23/22 |
| | | Footnote ID: F6 |
| | Expiration Date: |
| | | Value: 12/23/27 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 25,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 25,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Stock Option |
| | Conversion or Exercise Price: |
| | | Value: 6.47 |
| | Transaction Date: |
| | | Value: 12/22/23 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 25,000 |
| | | Transaction Price Per Share: |
| Value: 6.47 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Value: 12/22/23 |
| | | Footnote ID: F7 |
| | Expiration Date: |
| | | Value: 12/22/28 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 25,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 25,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: Shares of Common Stock held by Capital Asset Fund #1 Limited Partnership, as to which Mark L. Portnoy may be deemed the beneficial owner as its general partner. |
| Footnote - F2: The stock options are subject to the approval of the 2022 Equity Incentive Plan, which vote is expected to occur at the Company's 2022 Annual Meeting. |
| Footnote - F3: One-third of the stock options will vest on December 22, 2022, one-third will vest on December 22, 2023 and one-third on December 22, 2024. |
| Footnote - F4: Stock options vest immediately if the price of the Company's stock reaches $25.00 per share during the seven-year option term. |
| Footnote - F5: 11,250 options vest upon issuance, 11,250 options vest on 1/2/24 and 2,500 options vest on 1/2/25. |
| Footnote - F6: Pursuant to the executive's Employment Agreement effective December 1, 2022, stock options will be awarded and will vest immediately if the price of the Company's stock reaches $8.00 per share during the five-year option term. |
| Footnote - F7: Stock options vest 1/3 upon issuance, 1/3 on December 22, 2024 and 1/3 on December 22, 2025. |
Remarks: |
Owner Signature: |
| Signature Name: /s/ Mark Portnoy |
| Signature Date: 12/28/23 |