UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
| ImmuCell Corporation |
(Name of Issuer)
| Common Stock, par value $0.10 per share |
(Title of Class of Securities)
| 452525306 |
(CUSIP Number)
| Joseph H. Crabb, Vice President and Chief Scientific Officer ImmuCell Corporation 56 Evergreen Drive Portland, ME 04103 |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
| June 21, 2010 |
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. x
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No 452525306
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| (1) |
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Joseph H. Crabb | |||||
| (2) | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
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| (3) | SEC Use Only
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| (4) | Source of Funds (See Instructions)
P F | |||||
| (5) | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
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| (6) | Citizenship or Place of Organization
USA | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
(7) | Sole Voting Power
3,000 | ||||
| (8) | Shared Voting Power
113,111 | |||||
| (9) | Sole Dispositive Power
3,000 | |||||
| (10) | Shared Dispositive Power
113,111 | |||||
| (11) |
Aggregate Amount Beneficially Owned by Each Reporting Person
116,111 | |||||
| (12) |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
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| (13) |
Percent of Class Represented by Amount in Row (11)
3.9% | |||||
| (14) |
Type of Reporting Person (See Instructions)
I N | |||||
| Item 1. | Security and Issuer. |
Common stock, par value $0.10 per share
ImmuCell Corporation
56 Evergreen Drive
Portland, ME 04103
| Item 2. | Identity and Background. |
a) Joseph H. Crabb
b) c/o ImmuCell Corporation
56 Evergreen Drive
Portland, ME 04103
c) Vice President and Chief Scientific Officer of ImmuCell Corporation
d) This person has not been convicted in a criminal proceeding during the last five years
e) This person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the last five years.
f) USA
| Item 3. | Source and Amount of Funds or Other Consideration. |
The source of the $137,454 used to acquire the common stock is personal funds of the reporting person.
| Item 4. | Purpose of Transaction. |
The purpose of the acquisition is personal investment.
| Item 5. | Interest in Securities of the Issuer. |
The 116,111 shares, which represents 3.9% of the outstanding common stock, include 3,000 shares subject to stock options that are currently exercisable. Dr. Crabb shares jointly with is wife, BetsyAnne Crabb, voting and dispositive power as to these 113,111 shares of common stock.
| Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
There are no contracts, arrangements, understandings or relationships (legal or otherwise) between Joseph H. Crabb and any person or entity with respect to any securities of the Issuer.
| Item 7. | Material to be Filed as Exhibits. |
None
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true and correct.
Dated as of March 10, 2011
| /s/ Joseph H. Crabb |
| Name: Joseph H. Crabb |
| Title: Vice President and Chief Scientific Officer |
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