MCLAUGHLIN KEVIN F 4

What Happened
Kevin F. McLaughlin, a director of Vericel Corp (VCEL), exercised derivative securities for a total of 14,000 shares on May 13, 2026 and sold 7,000 of those shares the same day. The exercises included 3,500 shares at $2.63 ($9,205), 3,500 at $13.05 ($45,675) and two 3,500-share derivative events reported at $0.00. The two same‑day open‑market sales were 3,500 shares at $32.83 ($114,905) and 3,500 shares at $32.82 ($114,870), for total sale proceeds of $229,775. After exercise costs of $54,880, the net cash from the dispositions is roughly $174,895.

Key Details

• Transaction date: May 13, 2026 (Form 4 filed May 15, 2026); filing appears timely.
• Exercises (M): 3,500 @ $2.63 = $9,205; 3,500 @ $13.05 = $45,675; 3,500 @ $0.00; 3,500 @ $0.00 (total exercised = 14,000 shares).
• Sales (S): 3,500 @ $32.83 = $114,905; 3,500 @ $32.82 = $114,870 (total sold = 7,000 shares; proceeds = $229,775).
• Shares owned after transaction: Not specified in the filing.
• Footnotes: F1 — sales were automatic under a Rule 10b5‑1 trading plan adopted May 12, 2025. F2/F3 — the exercised options trace to grants from May 3, 2017 and May 2, 2018 that vested over time.
• Transaction codes: M = option/derivative exercise, S = sale.

Context
Because the exercises and sales occurred the same day and the sales were executed under a 10b5‑1 plan, this is effectively a cashless exercise/sale structure commonly used to cover exercise costs and tax obligations. Such routine plan‑based sales do not necessarily signal an insider’s view of the company’s prospects.