Vericel Corp·4

Feb 26, 4:05 PM ET

Mara Joseph Anthony Jr 4

4 · Vericel Corp · Filed Feb 26, 2026

Research Summary

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Vericel (VCEL) CFO Mara Joseph Anthony Jr Exercises RSUs, Sells Withheld Shares

What Happened
Mara Joseph Anthony Jr, Chief Financial Officer of Vericel Corporation (VCEL), had restricted stock units (RSUs) convert into common shares on Feb 24, 2026 (recorded as exercise/conversion of derivative, code M). The filing shows multiple 4,625-share RSU conversion entries. To satisfy tax withholding obligations (code F), 1,358 shares were surrendered in two separate withholding transactions at fair market values of $38.09 and $38.25 per share, producing proceeds of $51,726 and $51,944 (about $103,670 total). The RSU conversions were recorded with no cash exercise price paid.

Key Details

  • Transaction date: 2026-02-24; Form 4 filed 2026-02-26 (filed within the usual 2-business-day window).
  • RSU conversions listed as 4,625 shares (multiple entries) — each RSU represents a contingent right to one share (F5). No cash exercise price was paid for the vested RSUs.
  • Tax withholding: two disposals of 1,358 shares each to cover withholding; amounts were ~$51,726 (at $38.09, F7) and ~$51,944 (at $38.25, F8).
  • Footnotes: Vesting tied to RSU grants dated Feb 20, 2025 (remaining installments in 2027–2029, F1) and Feb 22, 2024 (remaining installments in 2027–2028, F4). Shares withheld were to satisfy tax obligations (F3). Some derivative entries list N/A for price/amounts consistent with award accounting (F6).
  • Shares owned after the transactions: not stated in the provided filing data.

Context

  • These transactions reflect routine RSU vesting and tax-withholding (internal administrative) — not an open-market sale or a cash purchase. When RSUs vest, companies commonly withhold a portion of shares to cover tax liabilities; such withholdings are coded F on Form 4.
  • The filing shows exercise/conversion of derivative awards (code M) meaning RSUs converted to shares; because shares were withheld for taxes rather than sold on the open market, this is not a directional buy/sell signal by the insider.

Insider Transaction Report

Form 4
Period: 2026-02-24
Mara Joseph Anthony Jr
Chief Financial Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-02-24+4,62523,995 total
  • Tax Payment

    Common Stock

    [F3][F2]
    2026-02-24$38.09/sh1,358$51,72622,637 total
  • Exercise/Conversion

    Common Stock

    [F4][F2]
    2026-02-24+4,62527,262 total
  • Tax Payment

    Common Stock

    [F3][F2]
    2026-02-24$38.25/sh1,358$51,94425,904 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F5][F7][F1][F6]
    2026-02-24+4,62513,875 total
    Common Stock (4,625 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F5][F8][F4][F6]
    2026-02-24+4,6259,250 total
    Common Stock (4,625 underlying)
Footnotes (8)
  • [F1]The shares of common stock were acquired by the Reporting Person as a result of the vesting of Restricted Stock Units (RSUs) granted to the Reporting Person on February 20, 2025. The remaining RSUs will vest in annual installments on February 20, 2027, February 20, 2028, and February 20, 2029, respectively.
  • [F2]These shares include shares acquired pursuant to the Issuer's 2015 Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c).
  • [F3]These shares were withheld by the Issuer to satisfy the tax withholding requirements in connection with the vesting of RSUs.
  • [F4]The shares of common stock were acquired by the Reporting Person as a result of the vesting of RSUs granted to the Reporting Person on February 22, 2024. The remaining RSUs will vest in annual installments on February 22, 2027, and February 22, 2028, respectively.
  • [F5]Each RSU represents a contingent right to receive one share of common stock of Vericel Corporation.
  • [F6]No expiration date for this type of award.
  • [F7]The Fair Market Value of the vested derivative securities is $38.09 per share.
  • [F8]The Fair Market Value of the vested derivative securities is $38.25 per share.
Signature
/s/ Sean Flynn, as Attorney-in-Fact for Joseph Mara|2026-02-26

Documents

1 file
  • 4
    form4.xmlPrimary

    FORM 4