SEC Form 4 · accession 0000892712-15-000526

CELLULAR DYNAMICS INTERNATIONAL, INC. · ICEL

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

May 1, 2015

Accepted (ET)

May 4, 2015 · 4:08 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001482080

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	May 1, 2015	U	81,585	—	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Employee Stock Options (Right to Buy)^F3,F2	$12.12	May 1, 2015	U	7,693	D	—	May 1, 2024	Common Stock	7,693	D
Employee Stock Options (Right to Buy)^F3,F2	$12.00	May 1, 2015	U	10,327	D	—	Jul 30, 2023	Common Stock	10,327	D
Employee Stock Options (Right to Buy)^F3,F2	$6.44	May 1, 2015	U	14,872	D	—	Jan 29, 2020	Common Stock	14,872	D

F1Stock of the Issuer tendered pursuant to an offer by Badger Acquisition Corporation, a wholly-owned subsidiary of FUJIFILM Holdings Corporation, to exchange each share of common stock for cash in the amount of $16.50, without interest.
F2To the extent not already vested and exercisable, all options became vested and exercisable immediately prior to the merger described in note 3.
F3As of the effective time of the merger of the Issuer and Badger Acquisition Corporation, subsequent to the consummation of the exchange offer, and under the terms of the agreement and plan of merger between FUJIFILM Holdings Corporation, Badger Acquisition Corporation and the Issuer, each stock option was cancelled in exchange for a cash lump-sum payment equal to the amount by which $16.50 exceeds the exercise price.