Flynn Sean C. 4

What Happened
Sean C. Flynn, Chief Legal Officer of Vericel Corp (VCEL), exercised options and sold shares on June 26, 2026. The Form 4 reports Flynn exercised 15,000 shares at a $16.25 strike (cost $243,750) and concurrently sold 15,000 shares in the open market for $45.64 each (gross proceeds $684,600). The filing also shows an additional 15,000-share derivative acquisition recorded at $0.00. The sale was executed under an automatic Rule 10b5-1 trading plan.

Key Details

• Transaction date: 2026-06-26 (reported on Form 4 filed 2026-06-30; filing is within required business-day window).
• Exercises/acquisitions: 15,000 shares @ $16.25 (acquired; $243,750); 15,000 shares @ $0.00 (acquired; $0 reported).
• Sale: 15,000 shares disposed @ $45.64 — gross proceeds $684,600.
• Footnotes: F2 — sale effected automatically under a Rule 10b5-1 plan adopted 12/02/2025; F1 — some shares in the filing relate to ESPP transactions exempt under Rule 16b-3; F3 — options referenced (150,000 total) became exercisable beginning 11/04/2020 with standard vesting.
• Shares owned after the transactions: not specified in the information provided in your summary.

Context

• Transaction code M denotes exercise/conversion of a derivative security (options); the filing shows the exercised shares were sold the same day, consistent with a cashless or sell-to-cover pattern and the use of a pre-existing 10b5-1 sales plan.
• Sales executed under a 10b5-1 plan are prearranged and typically viewed as routine rather than a spontaneous market-timing signal.
• This is a factual filing of insider activity — it reports transactions but does not disclose Flynn’s motivations.