Sec Form 3 Filing - Nisco James @ LISATA THERAPEUTICS, INC. - 2024-04-15

FORM 3 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 Nisco James 2. Issuer Name and Ticker or Trading Symbol LISATA THERAPEUTICS, INC. [ LSTA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) C/O LISATA THERAPEUTICS, INC., 110 ALLEN ROAD, 2ND FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/15/2024 (Street) BASKING RIDGE, NJ07920 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 11,357 ( 1 ) 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 Buy) $ 580.5 03/23/2016 02/16/2025 Common Stock 64 D Stock Option (Right to Buy) $ 339 06/02/2018 06/02/2025 Common Stock 66 D Stock Option (Right to Buy) $ 94.5 01/25/2019 01/25/2026 Common Stock 33 D Stock Option (Right to Buy) $ 71.55 09/29/2016 09/29/2026 Common Stock 398 D Stock Option (Right to Buy) $ 53.1 01/09/2020 01/09/2027 Common Stock 39 D Stock Option (Right to Buy) $ 56.85 01/08/2021 01/08/2028 Common Stock 140 D Stock Option (Right to Buy) $ 74.25 01/14/2022 01/14/2029 Common Stock 168 D Stock Option (Right to Buy) $ 49.2 01/13/2023 01/13/2030 Common Stock 201 D Stock Option (Right to Buy) $ 23.85 01/11/2024 01/11/2031 Common Stock 466 D Stock Option (Right to Buy) $ 13.76 ( 2 ) 01/10/2032 Common Stock 1,466 D Stock Option (Right to Buy) $ 3 ( 3 ) 01/09/2033 Common Stock 3,000 D Stock Option (Right to Buy) $ 3.08 ( 4 ) 01/09/2034 Common Stock 4,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Nisco James C/O LISATA THERAPEUTICS, INC. 110 ALLEN ROAD, 2ND FLOOR BASKING RIDGE, NJ07920 See Remarks Signatures /s/ James Nisco 04/24/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes (i) 732 restricted stock units granted on January 10 , 2022 and vesting in four equal annual installments beginning on the grant date, (ii) 2,750 restricted stock units granted on January 9, 2023 and vesting in four equal annual installments beginning on the grant date, and (iii) 6,000 restricted stock units granted on January 9, 2024 and vesting in four equal annual installments beginning on the grant date. ( 2 )This option was granted on January 10, 2022 and vests in four equal annual installments beginning on the grant date. ( 3 )This option was granted on January 9, 2023 and vests in four equal annual installments beginning on the grant date. ( 4 )This option was granted on January 9, 2024 and vests in four equal annual installments beginning on the grant date.

Remarks: Senior Vice President, Finance and Treasury and Chief Accounting Officer Exhibit 24.1 - Power of Attorney

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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