Sec Form 13D Filing - SRK FUND I, LP filing for ImmuCell Corporation (ICCC) - 2024-05-22

The principal business address of each of the Reporting Persons is 206 South Avenue, Ste 8, Media, PA 19063.

The principal business of SRK Fund is investing in securities and engaging in all related activities and transactions. The principal business of SRK Capital is serving as general partner and the investment manager to, and managing investment and trading accounts of, SRK Fund. The principal occupation of Mr. Kirkwood is serving as the sole owner, member, and manager of SRK Capital.

During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

SRK Fund I, LP is organized under the laws of Delaware. SRK Capital, LLC is organized under the laws of Pennsylvania. Mr. Kirkwood is a citizen of the United States of America.

The shares purchased by SRK Fund were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted. The aggregate purchase price of the 391,322 Shares beneficially owned by SRK Fund is approximately $1,972,263, excluding brokerage commission.

The Reporting Persons purchased the Shares based on their belief that the Shares, when purchased, were undervalued and constituted an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.The Reporting Persons do not have any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) through (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. Depending on various factors including, without limitation, the Issuer's financial position, results and strategic direction, actions taken by the Issuer's management and the Issuer's board of directors (the "Board"), other investment opportunities available to the Reporting Persons, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, engaging in communications and information exchanges with the Issuer's management and Board, engaging in discussions with shareholders of the Issuer or other third parties about the Issuer and the Reporting Persons' investment, making recommendation concerning changes to the Issuer's operations, governance or capitalization, potential business combinations or dispositions involving the Issuer or certain of its businesses, or suggestions for improving the Issuer's financial and/or operational performance, acquiring additional Shares, disposing of some or all of Shares, or changing their intention with respect to any and all matters referred to in Item 4.

As of the date hereof, SRK Fund beneficially owned 391,322 Shares. Representing approximately 5.0% of the outstanding shares.SRK Capital, as the general partner of SRK Fund, may be deemed the beneficial owner of the 391,322 Shares owned by SRK Fund. Representing approximately 5.0% of the outstanding shares.Mr. Kirkwood, as the sole owner, member, and manager of SRK Capital, may be deemed the beneficial owner of the 391,322 Shares owned by SRK Fund. Representing approximately 5.0% of the outstanding shares.

SRK Fund:1. Sole power to vote or direct vote: 02. Shared power to vote or direct vote: 391,3223. Sole power to dispose or direct the disposition: 04. Shared power to dispose or direct the disposition: 391,322SRK Capital:1. Sole power to vote or direct vote: 02. Shared power to vote or direct vote: 391,3223. Sole power to dispose or direct the disposition: 04. Shared power to dispose or direct the disposition: 391,322Mr. Kirkwood:1. Sole power to vote or direct vote: 02. Shared power to vote or direct vote: 391,3223. Sole power to dispose or direct the disposition: 04. Shared power to dispose or direct the disposition: 391,322

This Schedule sets forth information with respect to each purchase and sale of shares of Common Stock which were effectuated by the Reporting Person within the past sixty (60) days. All transactions were effectuated in the open market through a broker. Where the price reported in the column titled "Price Per Share ($)" is a weighted average price. The Reporting Persons will undertake to provide to the staff of the SEC, upon request, full information regarding the number of shares of Common Stock sold or purchased at each separate price.Trade DateShares PurchasedPrice Per Share ($)3/20/20246285.073/22/2024285.053/26/20243525.163/27/20245005.193/28/20242,1735.354/02/20241005.124/04/20243,8295.104/05/20248005.094/08/20241,5335.304/09/20241,8465.254/11/20242,6715.204/15/202410,0005.054/16/20249,2105.054/17/20248935.044/24/20241,0005.024/25/20242004.794/29/20241,0005.134/30/202412,0005.055/01/20241,2315.005/02/20246955.005/03/20241005.005/07/20245045.105/09/20244935.295/14/20242175.445/15/202419,9014.905/16/20249,4834.855/17/20245,7514.835/20/2024 9,064 4.765/21/2024 2,002 4.765/22/2024 3,500 4.76

To the knowledge of any of the Reporting Persons, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares reported in this Item 5.

Not applicable.

On May 22, 2024, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the Shares of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.

99.1 Joint Filing Agreement, dated May 22,2024.