Halpin Michael 4
4 · Vericel Corp · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
Vericel (VCEL) COO Michael Halpin Receives RSU Shares; Withheld
What Happened
Michael Halpin, Chief Operating Officer of Vericel Corporation (VCEL), had restricted stock units (RSUs) vest on February 24, 2026 and converted those RSUs into common shares. The Form 4 shows two vesting events of 5,250 RSUs each (totaling 10,500 RSUs) tied to prior grants; no exercise price was paid. To satisfy tax withholding, a total of 4,972 shares were withheld (disposed) at prices of $38.09 and $38.25, totaling $189,782. Based on the filing, the vested RSUs had a combined fair market value of roughly $400,785, leaving approximately 5,528 net shares delivered to Halpin after withholding.
Key Details
- Transaction date: February 24, 2026 (Form 4 filed Feb 26, 2026 — filed timely within standard 2 business days).
- Vesting/conversion: two entries of 5,250 RSUs converted to common stock (each RSU = 1 share; footnotes F1, F4, F5).
- Tax withholding (sales): 2,486 shares withheld at $38.09 = $94,692 (footnote F7) and 2,486 shares withheld at $38.25 = $95,090 (footnote F8); total withheld value = $189,782 (footnote F3 explains withholding).
- No exercise price paid (listed as $0); these were RSU vesting/settlement events (derivative code M).
- Remaining unvested RSUs: per footnotes, additional RSU installments remain scheduled in 2027–2029 for the referenced grants (F1, F4).
- Shares owned after transaction: not specified in the provided excerpt of the filing.
- Other footnotes: F6 notes no expiration for this award type.
Context
This was a routine RSU vesting and tax-withholding transaction, not an open-market sale or discretionary sale by the insider. In practice, companies commonly withhold or sell a portion of vested RSUs to cover required taxes; such withholding does not necessarily indicate a change in the insider’s view of the company.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2]2026-02-24+5,250→ 26,107 total - Tax Payment
Common Stock
[F3][F2]2026-02-24$38.09/sh−2,486$94,692→ 23,621 total - Exercise/Conversion
Common Stock
[F4][F2]2026-02-24+5,250→ 28,871 total - Tax Payment
Common Stock
[F3][F2]2026-02-24$38.25/sh−2,486$95,090→ 26,385 total - Exercise/Conversion
Restricted Stock Unit
[F5][F7][F1][F6]2026-02-24+5,250→ 15,750 total→ Common Stock (5,250 underlying) - Exercise/Conversion
Restricted Stock Unit
[F5][F8][F4][F6]2026-02-24+5,250→ 10,500 total→ Common Stock (5,250 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.