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PRECIGEN, INC. — Director's Dealing 2017
Dec 13, 2017
32044_dirs_2017-12-13_5040fb27-6ec7-4c07-9a2a-0ca760e4b761.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Fibrocell Science, Inc. (FCSC)
CIK: 0000357097
Period of Report: 2017-12-11
Reporting Person: KIRK RANDAL J (10% Owner)
Reporting Person: INTREXON CORP (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2017-12-11 | Common Stock | P | 2567121 | $0.77 | Acquired | 5773626 | Indirect |
| 2017-12-11 | Common Stock | P | 155347 | $0.77 | Acquired | 349386 | Indirect |
| 2017-12-11 | Common Stock | P | 4805 | $0.77 | Acquired | 10806 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2017-12-11 | Warrant to Purchase Common Stock | $0.77 | P | 2567121 | Acquired | 2022-12-11 | Common Stock (2567121) | Indirect |
| 2017-12-11 | Warrant to Purchase Common Stock | $0.77 | P | 155347 | Acquired | 2022-12-11 | Common Stock (155347) | Indirect |
| 2017-12-11 | Warrant to Purchase Common Stock | $0.77 | P | 4805 | Acquired | 2022-12-11 | Common Stock (4805) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 2133595 | Indirect |
Footnotes
F1: The indicated number of common shares is reflective of a 1-for-3 reverse stock split effected by the issuer on March 13, 2017.
F2: Randal J. Kirk controls Kapital Joe, LLC ("Kapital Joe"), Mascara Kaboom, LLC ("Mascara Kaboom") and NRM VII Holdings I, LLC ("NRM VII Holdings"). Shares held by these entities may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F3: Randal J. Kirk, directly and through certain affiliates, is the largest shareholder of Intrexon Corporation ("Intrexon") and serves as Intrexon's Chairman of the Board and Chief Executive Officer. Mr. Kirk may therefore be deemed to have voting and dispositive power over the shares of the issuer owned by Intrexon. Shares held by Intrexon may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
F4: The indicated number of warrants to purchase common stock of the issuer were received in connection with the purchase of common stock in an underwritten public offering of the issuer, which closed on December 11, 2017 (the "Offering"). In the Offering, each share of common stock was sold together with a common warrant to purchase one share of common stock at a combined effective price of $0.77 per share and accompanying common warrant.