CCEL Form 4: Portnoy Disposes 15,611 Shares; Large Option Holdings Detailed
Rhea-AI Filing Summary
David Portnoy, Chairman and Co-CEO of Cryo-Cell International, filed a Form 4 reporting insider changes on 09/02/2025. The filing discloses a disposition of 15,611 shares of common stock on that date at an effective price of $0.00. The explanation states the child reached majority and the reporting person no longer has beneficial ownership of those shares.
The filing also lists the reporting person’s existing beneficial holdings and derivative positions. Non-derivative holdings are shown across multiple accounts and entities (including direct holdings and interests through retirement accounts, family members, and affiliated entities). Reported stock options total significant positions including 280,000 options at $12.27 (expiring 12/22/2028) and multiple tranches of 50,000 options at various strike prices and expirations.
Positive
- Insider disclosure is timely and detailed, listing direct and indirect holdings and option tranches
- Significant option positions remain that align insider incentives with future share-price performance (e.g., 280,000 options at $12.27)
Negative
- Reported disposition of 15,611 shares (recorded at $0.00) reduces the reporting person’s beneficial ownership in that parcel
- Potential dilution from multiple outstanding option tranches could affect future per‑share metrics if exercised
Insights
TL;DR: Insider reported a small non‑cash transfer while retaining large option positions that preserve potential future upside.
The Form 4 records a 15,611-share disposition at $0.00 on 09/02/2025, attributed to a child reaching majority. This appears administrative rather than a market sale. More material to equity value are the outstanding stock options: notably 280,000 options at $12.27 (exp. 12/22/2028) and several 50,000-option tranches with strikes between $4.30 and $8.08 and expirations from 2027–2030. Those option positions represent potential dilution if exercised and are relevant for modeling future share count and dilution scenarios.
TL;DR: The reported transfer appears procedural; disclosure is consistent with governance and Section 16 reporting requirements.
The filing identifies David Portnoy as Chairman and Co-CEO and lists multiple indirect holdings through related entities and custodial accounts. The 09/02/2025 entry shows a code J disposition and an explanation that a child reached majority, which explains removal of beneficial ownership without indicating a market sale. The breadth of holdings across entities and custodial accounts is disclosed, aligning with transparency expectations for insiders. No other executive departures, new grants, or cash sales are reported in this filing.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock | 15,611 | $0.00 | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Stock Option | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- 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. 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. Shares of Common Stock held by PartnerCommunity, Inc., as to which David I. Portnoy may be deemed beneficial owner as the Chairman of the Board and Secretary. Child reached age of majority and reporting person no longer has beneficial ownership. 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. 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. Stock options vest 1/3 upon issuance, 1/3 on December 22, 2024 and 1/3 on December 22, 2025. Stock options vest 1/3 upon issuance, 1/3 on January 21, 2026 and 1/3 on January 21, 2027.
