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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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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) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock option (right to buy) | $ 3.03 | 11/01/2013 | J | 7,928 (1) | (3) | 03/24/2016 | Common Stock, par value $0.01 per share | 7,928 | $ 0 | 32,928 (1) | D | ||||
| Stock option (right to buy) | $ 3.01 | 11/01/2013 | J | 1,589 (1) | (4) | 05/25/2016 | Common Stock, par value $0.01 per share | 1,589 | $ 0 | 6,589 (1) | D | ||||
| Stock option (right to buy) | $ 3.71 | 11/01/2013 | J | 1,603 (1) | (5) | 05/24/2017 | Common Stock, par value $0.01 per share | 1,603 | $ 0 | 6,603 (1) | D | ||||
| Stock option (right to buy) | $ 3.41 | 11/01/2013 | J | 1,586 (1) | (6) | 05/22/2018 | Common Stock, par value $0.01 per share | 1,586 | $ 0 | 6,586 (1) | D | ||||
| Stock option (right to buy) | $ 2.28 | 11/01/2013 | J | 5,720 (1) | (7) | 05/21/2019 | Common Stock, par value $0.01 per share | 5,720 | $ 0 | 23,720 (1) | D | ||||
| Stock option (right to buy) | $ 2.59 | 11/01/2013 | J | 5,445 (1) | (8) | 06/04/2020 | Common Stock, par value $0.01 per share | 5,445 | $ 0 | 22,545 (1) | D | ||||
| Stock option (right to buy) | $ 4.04 | 11/01/2013 | J | 5,707 (1) | (9) | 06/02/2021 | Common Stock, par value $0.01 per share | 5,707 | $ 0 | 23,707 (1) | D | ||||
| Stock option (right to buy) | $ 2.56 | 11/01/2013 | J | 5,113 (1) | (10) | 06/01/2022 | Common Stock, par value $0.01 per share | 5,113 | $ 0 | 21,213 (1) | D | ||||
| Stock option (right to buy) | $ 3.64 | 11/01/2013 | J | 3,616 (1) | (11) | 05/31/2023 | Common Stock, par value $0.01 per share | 3,616 | $ 0 | 15,016 (1) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| UVEGES GEORGE 207 WILLOW BROOK DRIVE WAYLAND, MA 01778-5124 |
X | |||
| George Uveges | 11/05/2013 | |
| **Signature of Reporting Person | Date |
| * | 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) | These additional options and restricted stock units were acquired by the Reporting Person in connection with the adjustment to the existing options and restricted stock units held by the Reporting Person and required in connection with the spin-off of Harvard Apparatus Regenerative Technology, Inc. by the Issuer. As part of such required adjustment relating to the spin-off, the exercise price of the options underlying these adjustment option grants was also reset to the exercise price of these adjustment grants to reflect the impact of the spin-off. The share amounts and exercise prices of the adjusted options and restricted stock units were set in a manner to ensure the intrinsic value held by the Reporting Person pertaining to the existing award was maintained immediately following the spin-off. In addition to these adjustments, to maintain such intrinsic value, equity awards issued by Harvard Apparatus Regenerative Technology, Inc. were also granted to the Reporting Person. |
| (2) | Includes (a) an adjusted deferred stock award of 7,777 restricted stock units which shall fully vest on May 31, 2014; and (b) an adjusted deferred stock award of 7,377 restricted stock units which vest in equal installments on June 1, 2014 and June 1, 2015; and (c) 12,801 shares of common stock held by the Reporting Person. |
| (3) | The option shares vested in three equal installments on March 24, 2007, 2008 and 2009. |
| (4) | The option shares vested in three equal installments on May 25, 2007, 2008 and 2009. |
| (5) | The option shares vested in three equal installments on May 24, 2008, 2009 and 2010. |
| (6) | The option shares vested in three equal installments on May 22, 2009, 2010 and 2011. |
| (7) | The option shares vested in three equal installments on May 21, 2010, 2011 and 2012. |
| (8) | The option shares vested in three equal installments on June 4, 2011, 2012 and 2013. |
| (9) | The option shares vest in three equal installments on June 2, 2012, 2013 and 2014. |
| (10) | The option shares vest in three equal installments on June 1, 2013, 2014 and 2015. |
| (11) | The options shall fully vest on May 31, 2014. |
| Remarks: This form has been signed under power of attorney. | |