Sec Form 4 Filing - KIRK RANDAL J @ Fibrocell Science, Inc. - 2019-12-13

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 KIRK RANDAL J 2. Issuer Name and Ticker or Trading Symbol Fibrocell Science, Inc. [ FCSC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THIRD SECURITY, LLC, 1881 GROVE AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 12/13/2019 (Street) RADFORD, VA24141 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 12/13/2019 C 10,282 ( 2 ) ( 3 ) A 80,160 I by Kapital Joe ( 5 ) Common Stock 12/13/2019 U 80,160 ( 4 ) D $ 3 ( 1 ) 0 ( 1 ) I by Kapital Joe ( 5 ) Common Stock 12/13/2019 C 291 ( 2 ) ( 3 ) A 2,453 I by Mascara Kaboom ( 5 ) Common Stock 12/13/2019 U 2,453 ( 4 ) D $ 3 ( 1 ) 0 ( 1 ) I by Mascara Kaboom ( 5 ) Common Stock 12/13/2019 C 169,602 ( 2 ) ( 3 ) A 1,324,328 I by NRM VII Holdings ( 5 ) Common Stock 12/13/2019 U 1,324,328 ( 4 ) D $ 3 ( 1 ) 0 ( 1 ) I by NRM VII Holdings ( 5 ) Common Stock 12/13/2019 C 112,617 ( 2 ) ( 3 ) A 539,337 I by Intrexon ( 5 ) Common Stock 12/13/2019 U 539,337 ( 4 ) D $ 3 ( 1 ) 0 ( 1 ) I by Intrexon ( 6 )

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 Series A Convertible Preferred Stock ( 2 ) ( 3 ) 12/13/2019 C 106 ( 2 )( 3 ) ( 2 )( 3 ) Common Stock ( 3 ) 10,282 ( 3 ) ( 2 ) ( 3 ) 0 ( 2 ) ( 3 ) I by Kapital Joe ( 5 ) Series A Convertible Preferred Stock ( 2 ) ( 3 ) 12/13/2019 C 3 ( 2 )( 3 ) ( 2 )( 3 ) Common Stock ( 3 ) 291 ( 3 ) ( 2 ) ( 3 ) 0 ( 2 ) ( 3 ) I by Mascara Kaboom ( 5 ) Series A Convertible Preferred Stock ( 2 ) ( 3 ) 12/13/2019 C 1,746 ( 2 )( 3 ) ( 2 )( 3 ) Common Stock ( 3 ) 169,602 ( 3 ) ( 2 ) ( 3 ) 0 ( 2 ) ( 3 ) I by NRM VII Holdings ( 5 ) Series A Convertible Preferred Stock ( 2 ) ( 3 ) 12/13/2019 C 1,161 ( 2 )( 3 ) ( 2 )( 3 ) Common Stock ( 3 ) 112,617 ( 3 ) ( 2 ) ( 3 ) 0 ( 2 ) ( 3 ) I by Intrexon ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KIRK RANDAL J C/O THIRD SECURITY, LLC 1881 GROVE AVENUE RADFORD, VA24141 X INTREXON CORP C/O LEGAL DEPARTMENT 20374 SENECA MEADOWS PARKWAY GERMANTOWN, MD20876 X Signatures /s/ Randal J. Kirk 12/17/2019 Signature of Reporting Person Date /s/ Randal J. Kirk, CEO of Intrexon Corporation 12/17/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Agreement and Plan of Merger, dated as of September 12, 2019 (the "Merger Agreement"), among the issuer, Castle Creek Pharmaceutical Holdings, Inc. ("Castle Creek") and Castle Creek Merger Corp. ("Merger Sub"), effective as of immediately prior to the effective time of the merger of the issuer and Merger Sub (the "Effective Time"), each share of common stock of the issuer that was issued and outstanding immediately prior to the Effective Time, was converted into and thereafter represented the right to receive $3.00 in cash, without interest (the "Merger Consideration"), subject to any withholding of taxes required by applicable law, upon surrender of the certificates or book-entry shares in accordance with Section 2.2 of the Merger Agreement. ( 2 )Each share of Series A Preferred Stock of the issuer issued and outstanding immediately prior to the Effective Time ("Preferred Stock"), in accordance with the terms of the Certificate of Designations, survived the merger transaction and thereafter only represented the right to receive an amount in cash, without interest, equal to the conversion amount, as that term is defined in the Consent and Termination Agreement ("Termination Agreement") entered into on September 12, 2019 by and among the issuer, Castle Creek, Merger Sub, Kapital Joe, LLC ("Kapital Joe"), Mascara Kaboom, LLC ("Mascara Kaboom"), NRM VII Holdings I, LLC ("NRM VII Holdings") and Intrexon Corporation ("Intrexon"), subject to any withholding of taxes required by applicable law, upon delivery of a Notice of Conversion in accordance with Section 2.2 of the Merger Agreement and the Certificate of Designations. ( 3 )Pursuant to the Termination Agreement: (i) the Conversion Amount was calculated as: (x) the number of issuer shares of common stock such share of Preferred Stock is entitled to be converted into pursuant to the Certificate of Designation, based on the stated value and assuming a conversion price of $11.6355, multiplied by (y) the Merger Consideration; and (ii) the Merger Sub issued and delivered a Promissory Note in the principal amount equal to the aggregate amount of all of the Conversion Amounts which such securityholder is entitled to receive. The Promissory Notes bear interest at a rate of 8% per annum and Merger Sub shall repay the principal amount and all accrued and unpaid interest on the date that is one hundred-eighty (180) days following the closing date of the merger transaction. Each entity received the noted Conversion Amount and Promissory Notes: Kapital Joe ($30,846); Mascara Kaboom ($873); NRM VII Holdings ($508,086); and Intrexon ($337,851). ( 4 )The indicated number of shares is reflective of all common shares held at the Effective Time of the merger, including those shares of Preferred Stock that were converted to common shares of the issuer, pursuant to the terms detailed in Footnotes 2 and 3. ( 5 )Randal J. Kirk controls Kapital Joe, Mascara Kaboom, and 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. ( 6 )Randal J. Kirk, directly and through certain affiliates, is the largest shareholder of 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.

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).

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