SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
CHOW HERBERT S.

(Last) (First) (Middle)
C/O STELLAR BIOTECHNOLOGIES, INC.
332 EAST SCOTT STREET

(Street)
PORT HUENEME CA 93041

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2014
3. Issuer Name and Ticker or Trading Symbol
Stellar Biotechnologies, Inc. [ SBOTF ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Technology Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares, without par value(1) 561,767 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)(1) (2) 05/17/2017 Common Shares 55,000 $0.2402(3) D
Stock Option (Right to Buy)(1) (4) 08/08/2018 Common Shares 75,000 $0.6594(5) D
Stock Option (Right to Buy)(1) (6) 04/13/2019 Common Shares 75,000 $0.4222(7) D
Stock Option (Right to Buy)(1) (8) 08/09/2019 Common Shares 75,000 $0.3719(9) D
Stock Option (Right to Buy)(1) (10) 12/19/2019 Common Shares 57,500 $0.2535(11) D
Stock Option (Right to Buy)(1) (12) 05/23/2020 Common Shares 100,000 $0.5589(13) D
Stock Option (Right to Buy)(1) (14) 11/01/2020 Common Shares 100,000 $1.83 D
Warrants(1) 01/02/2013 01/04/2016 Common Shares 38,400 $0.4025(15) D
Explanation of Responses:
1. This Form 3 is being filed as the result of the determination by the Issuer that, in accordance with Rule 3b-4 under the Securities Exchange Act of 1934, as amended (the "Act"), it is no longer a foreign private issuer and is now subject to the reporting requirements of the Act and the rules thereunder applicable to a U.S. domestic issuer.
2. The option was granted on May 18, 2010, is fully vested and immediately exercisable.
3. The options are exercisable at a price of C$0.25. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$1.0407.
4. The option was granted on August 8, 2011, is fully vested and immediately exercisable.
5. The options are exercisable at a price of C$0.65. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$0.9857.
6. The option was granted on April 13, 2012, is fully vested and immediately exercisable.
7. The options are exercisable at a price of C$0.42. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$0.9947.
8. The option was granted on August 9, 2012, is fully vested and immediately exercisable.
9. The options are exercisable at a price of C$0.37. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$0.995.
10. The option was granted on December 19, 2012, is fully vested and immediately exercisable.
11. The options are exercisable at a price of C$0.25. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$0.986.
12. One-third of the option vested immediately, one-third of the option vested on the first anniversary of May 23, 2013, and one-third vests 18 months after May 23, 2013.
13. The options are exercisable at a price of C$0.58. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$1.0377.
14. One-third of the option vested immediately, one-third of the option vested on the first anniversary of November 1, 2013, and one-third vests 18 months after November 1, 2013.
15. The warrants are exercisable at a price of C$0.40. The US dollar price reported on this Form 3 in column 4 reflects the US dollar equivalent exercise price on the grant date, calculated at the closing price for cable transfers in Canadian dollars as reported by Yahoo Finance on such date of U.S.$1.00 = CDN$0.9939.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Kathi Niffenegger, as Attorney in Fact 09/24/2014
** 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 5 (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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