David Portnoy Reports Multiple CCEL Purchases and Option Holdings

Rhea-AI Filing Summary

David I. Portnoy, Chairman and Co-CEO of Cryo-Cell International, Inc. (CCEL), reported multiple open-market purchases of the company’s common stock and discloses outstanding stock options. Between 08/25/2025 and 08/27/2025 Portnoy purchased several lots through retirement accounts, including 4,500 shares at a weighted average $4.65, 5,000 shares at $4.65, 11,101 shares at $4.44, 7,860 shares at $4.42, 4,500 shares at a weighted $4.53, and 6,218 shares at $4.44. The Form 4 lists numerous indirect holdings (by 401k, IRA, spouse, LLCs and corporations) and multiple outstanding stock options with exercise prices ranging from $4.30 to $12.27 covering named share amounts up to 280,000 shares for the $12.27 option.

Positive

• Insider purchases disclosed: Multiple open-market acquisitions by the Chairman/Co-CEO between 08/25/2025 and 08/27/2025 at prices between $4.42 and $4.65.
• Detailed option disclosure: The Form 4 lists exercise prices, vesting schedules and large option positions (including a 280,000-share grant at $12.27), aiding dilution analysis.
• Clear indirect ownership notes: Footnotes explain holdings through 401(k), IRA, partnerships, corporations, spouse and custodial accounts, improving transparency.

Negative

• No aggregate total reported: The filing does not present a single consolidated total of all common shares beneficially owned after transactions, requiring manual aggregation.
• Purchases via retirement accounts: Many purchases were made through 401(k) and IRA accounts, which can limit inference about proactive insider accumulation behavior compared with direct purchases.

Insights

Financial Analyst

TL;DR: Insider purchases over three days signal increased insider buying but are executed via retirement vehicles; impact appears modest relative to material corporate events.

The filing documents multiple small-to-mid-size open-market purchases by a principal executive using 401(k) and IRA accounts at prices between $4.42 and $4.65, suggesting routine accumulation rather than a single large block trade. The report also catalogs substantial option grants and exercisable options with strikes from $4.30 to $12.27, including a large grant exercisable into 280,000 shares, which is relevant for potential dilution analysis. Overall this is informative for shareholding and dilution modeling but does not disclose revenue, earnings, or corporate guidance.

Corporate Governance Expert

TL;DR: Multiple transactions and broad indirect holdings underscore complex insider ownership; disclosure appears complete and compliant.

The Form 4 identifies direct purchases and a wide range of indirect beneficial ownership through family, partnerships and controlled entities, plus a schedule of outstanding option grants with vesting conditions disclosed. Explanatory footnotes clarify vesting triggers and the nature of indirect ownership. From a governance perspective the filing supplies necessary transparency on insider positions and option terms but does not indicate any change in control or extraordinary related-party transactions.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

PORTNOY DAVID

(Last) (First) (Middle)

700 BROOKER CREEK BLVD

SUITE 1800

(Street)

OLDSMAR FL 34677

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CRYO CELL INTERNATIONAL INC [ CCEL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, Co-CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	08/25/2025		P		4,500	A	$4.65	140,221	I	By 401K
Common Stock	08/25/2025		P		5,000	A	$4.65	145,221	I	By 401K
Common Stock	08/26/2025		P		11,101	A	$4.44(8)	156,322	I	By 401K
Common Stock	08/27/2025		P		7,860	A	$4.42(9)	164,182	I	By 401K
Common Stock	08/25/2025		P		4,500	A	$4.53(7)	241,539	I	By IRA
Common Stock	08/27/2025		P		6,218	A	$4.44	247,757	I	By IRA
Common Stock								804,742	D
Common Stock								102,586	I	By Spouse
Common Stock								59,027	I	By LLC(5)
Common Stock								55,219	I	By Corporation(6)
Common Stock								11,352	I	As Custodian for son
Common Stock								11,242	I	As Custodian for son
Common Stock								10,783	I	As Custodian for son
Common Stock								15,611	I	As Custodian for daughter
Common Stock								152,882	I	By Corporation(10)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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	$7.53							08/30/2019	08/30/2029	Common stock	26,243		26,243	D
Stock Option	$7.28							12/20/2019	12/20/2029	Common Stock	23,636		23,636	D
Stock Option	$12.27							12/22/2021(1)	12/22/2028	Common Stock	280,000		280,000	D
Stock Option	$4.77							01/03/2023(2)	01/03/2028	Common Stock	50,000		50,000	D
Stock Option	$4.3							12/23/2022	12/23/2027	Common Stock	50,000		50,000	D
Stock Option	$6.47							12/22/2023(3)	12/22/2028	Common Stock	50,000		50,000	D
Stock Option	$8.08							01/21/2025(4)	01/21/2030	Common Stock	50,000		50,000	D

Explanation of Responses:

1. Stock options will vest immediately if the price of the Company's common stock reaches $25.00 per share during the seven-year option term.

2. 8,750 stock options vest upon issuance, 8,749 options vest on 1/2/2024, 21,000 options vest on 1/2/2025 and 11,501 options vest on 1/2/2026.

3. Stock options vest 1/3 upon issuance, 1/3 on December 22, 2024 and 1/3 on December 22, 2025.

4. Stock options vest 1/3 upon issuance, 1/3 on January 21, 2026 and 1/3 on January 21, 2027.

5. Shares of common stock held by Mayim Limited Partnership as is David Portnoy may be deemed the beneficial owner as the managing member and owner of Mayim Management, LLC, which is the general partner of Mayim Management Limited Partnership, which is the general partner of Mayim Investment Limited Partnership.

6. Shares of common stock held by uTIPu, Inc. as to which David Portnoy may be deemed the beneficial owner as the Chairman of the Board and Secretary.

7. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.48 to $4.55, inclusive. The reporting person undertakes to provide to Cryo-Cell International, Inc. (the "Company"), any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

8. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.36 to $4.46, inclusive. The reporting person undertakes to provide to Cryo-Cell International, Inc. (the "Company"), any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

9. The price reported is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.41 to $4.44, inclusive. The reporting person undertakes to provide to Cryo-Cell International, Inc. (the "Company"), any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

10. Shares of Common Stock held by Partner Community, as to which David I. Portnoy may be deemed beneficial owner as the Chairman of the Board and Secretary.

	/s/ David Portnoy	08/27/2025
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.