Insider filing report for Changes in Beneficial Ownership
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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 *
Buckley Sean D.
2. Issuer Name and Ticker or Trading Symbol
Fibrocell Science, Inc. [ FCSC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last)
(First)
(Middle)
FIBROCELL SCIENCE, INC., 405 EAGLEVIEW BLVD
3. Date of Earliest Transaction (MM/DD/YY)
12/13/2019
(Street)
EXTON, PA19341
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
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
Option to Purchase Common Stock $ 232.5 12/13/2019 D 200 ( 1 ) 01/14/2021 Common Stock 200 ( 1 ) 0 D
Option to Purchase Common Stock $ 82.35 12/13/2019 D 334 ( 1 ) 07/19/2023 Common Stock 334 ( 1 ) 0 D
Option to Purchase Common Stock $ 63.6 12/13/2019 D 1,000 ( 1 ) 04/01/2025 Common Stock 1,000 ( 1 ) 0 D
Option to Purchase Common Stock $ 11.25 12/13/2019 D 2,229 ( 1 ) 09/27/2026 Common Stock 2,229 ( 1 ) 0 D
Option to Purchase Common Stock $ 11.25 12/13/2019 D 4,000 ( 1 ) 03/16/2027 Common Stock 4,000 ( 1 ) 0 D
Option to Purchase Common Stock $ 3.45 12/13/2019 D 5,000 ( 1 ) 01/25/2028 Common Stock 5,000 ( 1 ) 0 D
Option to Purchase Common Stock $ 1.78 12/13/2019 D 30,000 ( 1 ) 04/12/2029 Common Stock 30,000 ( 1 ) 0 D
Option to Purchase Common Stock $ 1.82 12/13/2019 D 15,000 ( 1 ) 08/18/2029 Common Stock 15,000 ( 1 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Buckley Sean D.
FIBROCELL SCIENCE, INC.
405 EAGLEVIEW BLVD
EXTON, PA19341
Chief Financial Officer
Signatures
/s/ Sean D. Buckley 12/13/2019
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Merger Agreement, effective as of immediately prior to the effective time of the merger of the Company and Merger Sub, outstanding options, whether vested or not, became fully vested in accordance with the terms of the Merger Agreement and were canceled in exchange for a cash payment equal to the number of shares of Company common stock underlying the options multiplied by the excess of the per share merger consideration of $3.00 over the per share exercise price.

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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