Berard Todd 4

What Happened

• Todd Berard, Chief Marketing Officer of BioLife Solutions (BLFS), was granted restricted stock awards that resulted in a total of 42,575 shares being acquired on Feb 24, 2026 (two awards: 20,096 and 22,479 shares).
• To cover tax withholding on the vesting of the market‑based award, 8,846 shares were withheld/disposed at $22.65 per share, generating approximately $200,362. The awards were reported as awards/acquisitions (code A) and the withholding as a tax withholding disposition (code F).

Key Details

• Transaction dates: awards and withholding occurred on 2026-02-24; Form 4 filed 2026-02-26 (within the standard two business‑day Form 4 window).
• Awards: 20,096 shares (time-based award per F1) and 22,479 shares (market‑based award per F2). Total acquired = 42,575 shares.
• Withheld/disposed: 8,846 shares at $22.65 each → proceeds ≈ $200,362 (tax withholding, footnote F3).
• Footnotes: F1 — time‑based restricted stock granted under the 2023 Omnibus Performance Incentive Plan with multi‑quarter vesting schedule; F2 — market‑based award vested at ~156% of target based on relative total shareholder return for 2024–2025; F3 — withholding represents shares surrendered to satisfy taxes.
• Shares owned after the transactions: not specified in the provided filing.

Context

• These transactions are primarily compensation-related (restricted stock vesting and standard tax withholding), not an open‑market sale by the insider. Tax‑withholding dispositions are routine when restricted shares vest and do not necessarily indicate the insider’s view on the company’s outlook.