Sec Form 4 Filing - Campbell Laura K @ ATHERSYS, INC / NEW - 2020-06-17

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Campbell Laura K 2. Issuer Name and Ticker or Trading Symbol ATHERSYS, INC / NEW [ ATHX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Senior Vice Pres Finance (Last) (First) (Middle) 3201 CARNEGIE AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 06/17/2020 (Street) CLEVELAND, OH44115-2634 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 06/17/2020 F 8,510 ( 1 ) D $ 2.94 363,118 D Common Stock 06/18/2020 A 88,000 ( 2 ) A $ 0 451,118 ( 3 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to purchase) $ 2.87 06/18/2020 A 198,000 ( 4 ) 06/18/2030 Common Stock 198,000 $ 0 198,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Campbell Laura K 3201 CARNEGIE AVENUE CLEVELAND, OH44115-2634 Senior Vice Pres Finance Signatures /s/ Laura K. Campbell 06/18/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares withheld from the quarterly vesting of annual restricted stock unit awards related to the tax withholding obligation. ( 2 )Award of annual restricted stock units, each of which represent a contingent right to receive one share of Athersys, Inc. common stock after vesting. The restricted stock units vest ratably on a quarterly basis over a four-year period. ( 3 )Securities beneficially owned are comprised of (1) 260,562 shares of common stock owned and (2) unvested restricted stock units aggregating 190,556 related to annual awards, which vest quarterly over a three or four-year period from date of grant. ( 4 )Award of an annual stock option. The option vests ratably on a quarterly basis over a four-year period.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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