Hartley Lindsey Marie 4

4 · Axogen, Inc. · Filed Feb 24, 2026

AI-generated summary of this filing

Updated Feb 24, 2026

Axogen (AXGN) CFO Hartley Lindsey Marie Receives RSU Vesting

What Happened

Hartley Lindsey Marie, Chief Financial Officer of Axogen, had 17,500 restricted stock units (RSUs) vest on February 22, 2026. The vesting converted the RSUs into shares (award/acquisition).
To satisfy tax withholding, 6,704 of the newly vested shares were withheld by the issuer at a reported per-share value of $35.38, totaling $237,188. That leaves a net delivery of 10,796 shares to the reporting person.
The filing shows the vesting tranche as an award/derivative transaction (code A) and the share withholding for taxes (code F). No open‑market sale occurred.

Key Details

Transaction date(s): 2026-02-22; Form filed 2026-02-24 (appears timely).
Vested shares: 17,500; Shares withheld for taxes: 6,704 at $35.38/share = $237,188.
Net shares issued to insider: 10,796 (17,500 vested − 6,704 withheld).
Footnotes: Includes 2,281 shares acquired under the Axogen Employee Stock Purchase Plan on 12/31/2025 (F1). F2 clarifies no shares were sold — withholding was for tax liability. F3 notes each RSU converts to one share. F4 shows this 17,500 tranche represents the 50% vesting milestone (Feb 22, 2026) under a four‑year schedule — implying an original RSU grant of ~35,000 shares that will fully vest by Feb 22, 2028.
Shares owned after the transaction: Not specified in the filing.

Context

This was a routine RSU vesting with shares withheld to cover taxes (common “cashless” withholding), not an open‑market sale or purchase. Such withholding is standard and does not, by itself, indicate insider sentiment about the stock.

Form 4

Period: 2026-02-22

CFO

Transactions

Award
Common Stock
[F1]
2026-02-22+17,500→ 51,157 total
Tax Payment
Common Stock
[F2]
2026-02-22$35.38/sh−6,704$237,188→ 44,453 total
Award
Restricted Stock Units
[F3][F4]
2026-02-22+17,500→ 17,500 total
Exercise: $0.00→ Common Stock (17,500 underlying)

Footnotes (4)

[F1]Includes 2,281 shares acquired under the Axogen Employee Stock Purchase Plan on December 31, 2025.
[F2]No shares were sold by the reporting person. The transaction disclosed represents shares of the issuer's Class A Common Stock withheld by the issuer in payment of the withholding tax liability incurred upon the vesting of restricted stock units ("RSUs").
[F3]Each restricted stock unit represents a contingent right to receive one share of Axogen, Inc. common stock.
[F4]All shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on February 22, 2028 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vest on February 22, 2026 (24 months from the grant date) and an additional 25% of the aggregate shares vest each 12 months thereafter. Vested shares will be delivered to the reporting person upon the vesting date.

Signature

/s/ Marc Began, as attorney-in-fact for Lindsey Hartley|2026-02-24

1 file