Hopper Jonathan Mark 4

What Happened
Jonathan M. Hopper, Chief Medical Officer of Vericel Corporation (VCEL), had a set of restricted stock units (RSUs vest) on February 24, 2026. The filing shows conversions/exercises of RSU-derived/derivative awards totaling 6,500 units. The issuer withheld 1,971 shares to satisfy tax withholding obligations (1,335 shares at $38.09 = $50,850 and 636 shares at $38.25 = $24,327; total withheld value ≈ $75,177). Some vested RSUs were deferred into phantom stock units under Vericel’s Deferred Compensation Plan and will be paid in shares on the executive’s elected distribution date.

Key Details

• Transaction date: February 24, 2026; Form 4 filed February 26, 2026 (appears timely).
• Actions reported: multiple derivative exercises/conversions (code M) and tax-withholding share dispositions (code F).
• Vested/converted units reported: 6,500 RSU-derived units in total.
• Shares withheld for taxes: 1,971 shares (withheld values: $50,850 and $24,327; total ≈ $75,177).
• Deferred units: 1,850 shares were converted into phantom stock units and deferred under the Vericel Deferred Compensation Plan (payable as shares at elected distribution date).
• Shares owned following the transactions: not specified in the filing.
• Relevant footnotes: F1/F2/F6 describe deferral to phantom stock; F5 notes shares withheld for tax withholding; F10/F11 give fair market values used for withholding ($38.09 and $38.25).

Context
This filing reflects routine RSU vesting and associated tax withholding, not an open‑market purchase or discretionary sale. The conversion/vesting entries (M) represent the issuance or conversion of RSU-based derivative awards; the withholding entries (F) represent the company retaining shares to satisfy tax obligations (a common, administrative step). These transactions are generally considered administrative and do not, by themselves, indicate the insider’s market view.