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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Rabin Gary H

(Last) (First) (Middle)
C/O ADVANCED CELL TECHNOLOGY, INC.
33 LOCKE DRIVE

(Street)
MARLBOROUGH MA 01752

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ADVANCED CELL TECHNOLOGY, INC. [ ACTC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & CFO
3. Date of Earliest Transaction (Month/Day/Year)
02/07/2011
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 02/07/2011 S 250,000 D $0.1948 17,865,964(1)(2) D
Common Stock 02/09/2011 S 250,000 D $0.1889 17,615,964 D
Common Stock 02/28/2011 S 390,993 D $0.1741 17,224,971 D
Common Stock 04/26/2011 S 733,102 D $0.1775 16,491,869 D
Common Stock 05/04/2011 S 266,898 D $0.1946 16,224,971 D
Common Stock 08/09/2011 S 667,000 D $0.1654 15,557,971 D
Common Stock 08/10/2011 S 135,100 D $0.1624 15,422,871 D
Common Stock 08/11/2011 S 707,913 D $0.1638 14,714,958 D
Common Stock 08/12/2011 S 539,987 D $0.1698 14,174,971 D
Common Stock 10/12/2011 S 491,650 D $0.1452 13,683,321 D
Common Stock 10/13/2011 S 787,429 D $0.1418 12,895,892 D
Common Stock 10/14/2011 S 720,920 D $0.1448 12,174,972 D
Common Stock 01/23/2012 S 625,000 D $0.1752 11,549,972 D
Common Stock 05/03/2012 S 199,910 D $0.0833 11,350,062 D
Common Stock 05/07/2012 S 122,000 D $0.0805 11,228,062 D
Common Stock 05/11/2012 S 290,000 D $0.0717 10,938,062 D
Common Stock 05/14/2012 S 388,090 D $0.0685 10,549,972 D
Common Stock 05/24/2012 S 95,471 D $0.0803 10,454,501 D
Common Stock 05/25/2012 S 80,000 D $0.0805 10,374,501 D
Common Stock 05/29/2012 S 24,500 D $0.08 10,350,001 D
Common Stock 06/15/2012 S 350,000 D $0.0725 10,000,001 D
Common Stock 08/27/2012 S 1,000,000 D $0.0784 9,000,001 D
Common Stock 09/05/2012 S 608,556 D $0.0822 8,391,445 D
Common Stock 09/06/2012 S 391,444 D $0.082 8,000,001 D
Common Stock 10/22/2012 S 350,000 D $0.0715 7,650,001 D
Common Stock 10/23/2012 S 650,000 D $0.0701 7,000,001 D
Common Stock 01/10/2013 S 1,000,000 D $0.0792 6,000,001(3) 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 (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
Explanation of Responses:
1. This Form 4 reports sales of shares of common stock transacted by the reporting person that were not timely reported by the reporting person. The reporting person reported intervening transactions of common stock on Form 4s that are not reported on this Form 4. In accordance with guidance, column no. 5 of this report (Amount of Securities Beneficially Owned Following Reported Transaction(s)) should reconcile with the reporting person's most recently filed Section 16 report, rather than reflect the number of shares actually owned by the reporting person following each transaction.
2. However, due to the inadvertant misreporting of the number of shares beneficially owned by the reporting person in a report filed on May 24, 2011 (which error in turn carried through to each subsequent Form 4 filed by the reporting person), the number of shares beneficially owned by the reporting person as reflected in the first row of Table I of this report is increased by 3,853,563 compared to the reporting person's most recently filed Form 4 to adjust for the inadvertant misreporting of the amount of shares beneficially held in past Form 4s.
3. As of January 10, 2013 and the date of filing of this Form 4, the reporting person owns 6,000,001 shares of the issuer's common stock. As of the date of filing of this Form 4, 4,000,000 of such shares of common stock held by the reporting person remain subject to a right of repurchase as described in the reporting person's Form 4 filed on August 25, 2011.
/s/ Gary Rabin 04/15/2013
** 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.
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