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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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OMB APPROVAL
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| Estimated average burden hours per response... | 0.5 |
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(Print or Type Responses)
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1. Name and Address of Reporting Person *
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| PORTNOY DAVID |
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2. Issuer Name and Ticker or Trading Symbol
CRYO CELL INTERNATIONAL INC [CCEL]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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__X__ Director
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__X__ 10% Owner
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__X__ Officer (give title below)
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_____ Other (specify below)
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Chairman, Co-CEO
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700 BROOKER CREEK BLVD, SUITE 1800 |
3. Date of Earliest Transaction (Month/Day/Year)
11/17/2022 |
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OLDSMAR, FL 34677 |
4. If Amendment, Date Original Filed
(Month/Day/Year)
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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. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction 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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| 804,742 | D |
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| Common Stock |
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| 117,012 | I | By 401K |
| Common Stock | 11/17/2022 |
| P |
| 516 | A |
$4.9 | 230,087 | I | By IRA |
| Common Stock | 11/18/2022 |
| P |
| 532 | A |
$4.9 | 230,619 | I | By IRA |
| Common Stock | 11/18/2022 |
| P |
| 2 | A |
$4.86 | 230,621 | I | By IRA |
| Common Stock |
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| 102,586 | I | By Spouse |
| Common Stock |
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| 152,882 | I | By Corporation (1) |
| Common Stock |
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| 15,611 | I | as Custodian for Daughter |
| Common Stock |
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| 59,027 | I | By LLC |
| Common Stock |
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| 55,219 | I | By Corporation (2) |
| Common Stock |
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| 11,352 | I | As Custodian for Son |
| Common Stock |
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| 11,242 | I | As Custodian for Son |
| Common Stock |
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| 10,783 | I | As Custodian for Son |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| 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. | SEC 1474 (9-02) |
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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction 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
(Month/Day/Year)
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7. Title and Amount of Underlying Securities
(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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| Stock Option |
$7.92 |
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| 03/08/2018 | 03/08/2023 | Common Stock | 23,636 |
| 23,636 | D |
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| Stock Option |
$7.53 |
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| 08/30/2019 | 08/30/2029 | Common Stock | 26,243 |
| 26,243 | D |
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| Stock Option |
$7.28 |
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| 12/20/2019 | 12/20/2029 | Common Stock | 23,636 |
| 23,636 | D |
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| Stock Option |
$12.27 |
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| 12/22/2021 (3) | 12/22/2024 | Common Stock | 553 |
| 553 | D |
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| Stock Option |
$12.27 |
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| 12/22/2021 (4) | 12/22/2028 | Common Stock | 280,000 |
| 280,000 | D |
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| Stock Option |
$13.5 |
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| 12/22/2021 (3) | 12/22/2024 | Common Stock | 24,447 |
| 24,447 | D |
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Reporting Owners
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
PORTNOY DAVID
700 BROOKER CREEK BLVD
SUITE 1800
OLDSMAR, FL 34677 |
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Chairman, Co-CEO |
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Signatures
| /s/ David Portnoy | |
11/21/2022 |
| **Signature of Reporting Person | Date |
Explanation of Responses:
| * | 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). |
| (1) | Shares of Common Stock held by Mayim Investment Limited Partnership as is David I. Portnoy my be deemed the beneficial owner as the managing member and owner of Mayim Management, LLC, which is the general partner of Mayim Management Limited Partnership, which is the general partner of Mayim Investment Limited Partnership. |
| (2) | Shares of Common Stock held by uTIPu, Inc., as to which David I. Portnoy may be deemed the beneficial owner as the Chairman of the Board and Secretary. |
| (3) | 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. |
| (4) | Stock options vest immediately if the price of the Company's common stock reaches $25.00 per share during the seven-year option term. |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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