Form 4: Cryo-Cell Co-CEO Portnoy Reports New Stock Option Grants

Sentiment:

Insider Transaction Report


Cryo-Cell International's Chairman and Co-CEO, David Portnoy, reported new stock option grants and updated his beneficial ownership of common stock and derivative securities.

Summary

  • David Portnoy, Chairman and Co-CEO of Cryo-Cell International Inc. (CCEL), filed a Form 4 to report changes in his beneficial ownership.
  • The filing indicates Mr. Portnoy's direct and indirect beneficial ownership of 1,701,488 shares of common stock.
  • He holds common stock indirectly through PartnerCommunity, Inc., uTIPu, Inc., Mayim Limited Partnership, a 401K, an IRA, his spouse, and as custodian for his son.
  • New stock options totaling 200,000 shares were granted on January 7, 2026, with an exercise price of $3.89 per share.
  • One grant of 50,000 stock options vests 1/3 upon issuance, 1/3 on January 7, 2027, and 1/3 on January 7, 2028.
  • Another grant of 150,000 stock options, issued under the Cryo-Cell 2022 Stock Incentive Plan, vests in three equal tranches subject to both time-based vesting (first, second, and third anniversaries of grant date) and stock-price performance conditions.
  • The performance conditions for the 150,000 options require the company's common stock to achieve an average closing price of at least $6, $8, and $10 per share over 20 consecutive trading days for each respective tranche to vest.

Sentiment

Score: 7

Explanation: The grant of new performance-based stock options to a key executive suggests confidence in future growth and aligns management's interests with shareholders, which is generally positive. This type of compensation structure incentivizes the executive to drive stock price appreciation.

Positives

  • The grant of 200,000 new stock options to Chairman and Co-CEO David Portnoy aligns his incentives with shareholder value creation.
  • Performance-based vesting conditions for 150,000 options, requiring the company's common stock to reach average closing prices of $6, $8, and $10 per share, indicate management's confidence in future growth and commitment to achieving specific stock price targets.

Future Outlook

The performance-based vesting conditions for 150,000 stock options, which require the company's common stock to achieve average closing prices of $6, $8, and $10 per share over 20 consecutive trading days, imply management's forward-looking expectation for significant stock price appreciation and growth.

Management Comments

  • 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.
  • 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 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.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions, common across all publicly traded industries, reflecting changes in executive ownership and compensation structures. It provides transparency regarding a key executive's stake and incentives within Cryo-Cell International Inc.

Related Party Transactions

  • Disclosure of indirect beneficial ownership of common stock through PartnerCommunity, Inc., where David Portnoy is Chairman and Secretary.
  • Disclosure of indirect beneficial ownership of common stock through uTIPu, Inc., where David Portnoy is Chairman and Secretary.
  • Disclosure of indirect beneficial ownership of common stock through Mayim Limited Partnership, where David Portnoy is 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.

Stakeholder Impact

  • Shareholders: Potential positive impact due to increased alignment of management incentives with stock performance through performance-based options, which could lead to enhanced shareholder value.
  • Management/Employees: David Portnoy's compensation structure is updated with new stock options, potentially motivating him further to achieve company performance targets.

Key Dates

DateDescription
08/30/2019Grant date for 26,243 stock options, exercisable immediately, expiring 08/30/2029.
12/20/2019Grant date for 23,636 stock options, exercisable immediately, expiring 12/20/2029.
12/22/2021Grant date for 280,000 stock options, vesting immediately if stock price reaches $25.00 per share, expiring 12/22/2028.
12/23/2022Grant date for 50,000 stock options, exercisable immediately, expiring 12/23/2027.
01/03/2023Grant date for 50,000 stock options, with 8,750 vesting upon issuance, 8,749 on 1/2/2024, 21,000 on 1/2/2025, and 11,501 on 1/2/2026, expiring 01/03/2028.
12/22/2023Grant date for 50,000 stock options, vesting 1/3 upon issuance, 1/3 on 12/22/2024, and 1/3 on 12/22/25, expiring 12/22/2028.
01/21/2025Grant date for 50,000 stock options, vesting 1/3 upon issuance, 1/3 on 01/21/2026, and 1/3 on 01/21/2027, expiring 01/21/2030.
01/07/2026Earliest transaction date reported, specifically for new stock option grants.
01/07/2026Grant date for 50,000 stock options, vesting 1/3 upon issuance, 1/3 on 01/07/2027, and 1/3 on 01/07/2028, expiring 01/07/2031.
01/07/2026Grant date for 150,000 stock options, vesting in three tranches based on time and stock price performance conditions, expiring 01/07/2031.
01/09/2026Signature date of the reporting person, David Portnoy.

Keywords

CRYO CELL INTERNATIONAL, CCEL, Form 4, insider transaction, beneficial ownership, stock options, executive compensation, David Portnoy

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