SEC Form 4 · accession 0001209191-18-019473
CERUS CORP · CERS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chrystal Menard
Officer — Chief Legal Officer
Period of report
Mar 10, 2018
Accepted (ET)
Mar 13, 2018 · 9:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001020214
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 10, 2018 | M | 5,701 | — | A | 13,055 | D | |
| Common StockF3,F4 | Mar 12, 2018 | S | 1,960 | $4.8014 | D | 11,095 | D | |
| Common StockF1 | Mar 12, 2018 | M | 7,500 | — | A | 28,278 | D | |
| Common StockF3 | Mar 13, 2018 | S | 2,650 | $5.05 | D | 25,628 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF6,F1,F5 | — | Mar 10, 2018 | M | 5,701 | D | — | — | Common Stock | 5,701 | 5,700 | D |
| Restricted Stock UnitF6,F1,F7 | — | Mar 12, 2018 | M | 7,500 | D | — | — | Common Stock | 7,500 | 15,000 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one (1) share of Cerus Common Stock.
- F2Includes 3711 shares, 201 shares, 3003 shares, and 2768 shares purchased under Issuer's Employee Stock Purchase Plan on 8/31/16, 2/28/17, 8/31/17, and 2/28/18, respectively.
- F3Represents the number of shares required to be sold to cover the statutory tax withholding obligations and corresponding brokerage fee in connection with the vesting of the restricted stock units listed in Table II. This sale is mandated by the election to satisfy the minimum statutory tax withholding obligations through a "sell to cover" transaction and does not represent a discretionary sale by the reporting person.
- F4The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.80 to $4.9501 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the aforementioned range set forth.
- F5The restricted stock unit vests in three equal annual installments beginning on March 10, 2017.
- F6Not applicable.
- F7The restricted stock unit vests in three equal annual installments beginning on March 12, 2018.