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Microbot Medical Inc. Director's Dealing 2011

May 17, 2011

33819_dirs_2011-05-17_fbd95865-30e1-4d6c-b6f6-6e8c73636ebf.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEMCELLS INC (STEM)
CIK: 0000883975
Period of Report: 2011-05-15

Reporting Person: TSUKAMOTO ANN (EVP, Research and Development)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-11	Common Stock	F	10891	$0.77	Disposed	843700	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	22834	Indirect
Common Stock	54223	Indirect

Footnotes

F1: Includes (1) 700,000 restricted stock units, with 233,333 vesting on each of June 1, 2011, June 1, 2012 and June 1, 2013 and (2) 46,666 restricted stock units, with 23,333 vesting on each of May 15, 2012 and May 15, 2013.

F2: 22,834 shares held in trust as to which Dr. Tsukamoto disclaims beneficial ownership.

F3: Shares held in 401(k) account in accordance with issuer's employer-match policies.