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Microbot Medical Inc. Director's Dealing 2012

May 17, 2012

33819_dirs_2012-05-16_96ee32d8-ca2f-4596-a026-483fed0f5d6c.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: 2012-05-15

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-05-15 Common Stock F 1089 $0.85 Disposed 196101 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3643 Indirect
Common Stock 11245 Indirect

Footnotes

F1: This is recorded as a Code F disposition because the shares were used by the reporting person to pay a tax liability incurred by her from the delivery of shares incident to the vesting of restricted stock units.

F2: Includes (1) 130,000 restricted stock units, with 43,333 vesting on each of January 27, 2013, January 27, 2014 and January 27, 2015; (2) 46,667 restricted stock units, with 23,333 vesting on each of June 1, 2012 and June 1, 2013; and (2) 2,333 restricted stock units vesting on May 15, 2013.

F3: 3,643 shares held in trust as to which Dr. Tsukamoto disclaims beneficial ownership.

F4: Shares held in 401(k) account in accordance with issuer's employer-match policies.