ZERBE ROBERT L MD 4

What Happened

• Robert L. Zerbe, MD, a director of Vericel Corporation (VCEL), acquired a total of 17,600 shares on April 29, 2026. The Form 4 reports two derivative/option conversions (3,200 + 3,200 = 6,400 shares) and two award/RSU-related acquisitions (8,000 + 3,200 = 11,200 shares). The reported consideration shows $0.00 for these transactions, indicating shares were issued on exercise/vesting rather than purchased in the open market.

Key Details

• Transaction date: April 29, 2026; Form 4 filed May 1, 2026 (filed within the 2-business-day window).
• Shares acquired: 17,600 total (6,400 from option/derivative conversions; 11,200 from awards/RSU vesting).
• Reported price/consideration: $0.00 for the listed derivative/award transactions (no cash paid in filing).
• Shares owned after the transaction: not disclosed in this filing.
• Notable footnotes: RSUs granted April 30, 2025 vested (each RSU = 1 share); some RSUs/awards have vesting tied to specified future dates or service (including 100% vesting at certain anniversary/meeting triggers); one option vests over one year in equal monthly increments. No expiration, tax-withholding, 10b5-1 plan, or late-filing flags were reported.

Context

• These transactions reflect internal equity compensation (vested RSUs and conversion/exercise of derivatives), not open-market buys or sales. Such award-based acquisitions are routine for directors and reflect compensation vesting rather than a market purchase decision. Because no immediate sale was reported, there was no cashless sale or market disposition shown in this filing.