Ocata Therapeutics Inc fka OCAT

[rocky301]

Form 4 filed...Rabin

5 million share stock grant
1. Represents a restricted stock grant. The shares vest at the earlier of (1) January 1, 2012 (provided Mr. Rabin is employed by the issuer on such date), (2) the New CEO Start Date (as defined in Mr. Rabin's employment agreement), (3) the occurrence of a Change of Control (as defined in the issuer's 2005 Stock Option Plan), (4) the termination of Mr. Rabin's employment agreement by the issuer without Cause (as defined in Mr. Rabin's employment agreement), or (5) the termination of Mr. Rabin's employment agreement by Mr. Rabin for Good Reason (as defined in Mr. Rabin's employment agreement).

5 million stock options at 14 cents
2. Represents an incentive stock option. The options vest at the earlier to occur of (1) January 1, 2012 (provided Mr. Rabin is employed by the issuer on such date), (2) the New CEO Start Date (as defined in Mr. Rabin's employment agreement), (3) the occurrence of a Change of Control (as defined in the issuer's 2005 Stock Option Plan), (4) the termination of Mr. Rabin's employment agreement by the issuer without Cause (as defined in Mr. Rabin's employment agreement), or (5) the termination of Mr. Rabin's employment agreement by Mr. Rabin for Good Reason (as defined in Mr. Rabin's employment agreement).
http://www.sec.gov/Archives/edgar/data/1140098/000101376211000270/xslF345X03/primary_doc.xml