Gillheeney Gary S. 4

4 · Organogenesis Holdings Inc. · Filed Feb 20, 2026

AI-generated summary of this filing

Updated Feb 20, 2026

Organogenesis (ORGO) CEO Gary Gillheeney Receives Awards, Sells 90,398

What Happened

Gary S. Gillheeney, President, CEO and Director of Organogenesis (ORGO), received awards on Feb 18, 2026 totaling 1,585,388 shares (three grant/settlement entries) and had 90,398 shares disposed to cover tax liabilities. The withheld shares were recorded at $3.84 each, totaling $347,128. The acquisitions include restricted stock units and performance-related awards; one line is a derivative award (see footnotes).

Key Details

Transaction date: 2026-02-18; filing date: 2026-02-20 (appears timely).
Grants/settlements: 890,625 shares (RSUs), 186,968 shares (performance-share settlement), and 507,795 shares recorded as a derivative award — total 1,585,388 shares acquired at $0.00 per share (award/vesting).
Disposal: 90,398 shares withheld/disposed at $3.84 to satisfy tax withholding, value = $347,128.
Shares owned after transaction: not specified in the filing excerpt provided.
Footnotes: F1 = RSUs under 2018 Equity Incentive Plan vesting in equal annual installments over four years beginning Feb 15, 2026; F2 = shares from 2025 performance award settled upon achieving milestones; F3 = option/derivative becomes exercisable in equal annual installments over four years beginning Feb 15, 2026.
Transaction codes: A = Award/Grant, F = payment of exercise price or tax liability (tax withholding).

Context

Most activity was award/vesting (acquisitions), which is common compensation-related insider activity; the 90,398-share disposition was a routine tax withholding to cover tax obligations on vested awards, not an open-market sale.
The derivative/option-related award will vest or become exercisable over multiple years (per F1/F3), so not all awarded shares are freely tradable immediately.

Form 4

Period: 2026-02-18

DirectorPresident and CEO

Transactions

Award
Class A Common Stock
[F1]
2026-02-18+890,625→ 4,134,542 total
Award
Class A Common Stock
[F2]
2026-02-18+186,968→ 4,321,510 total
Tax Payment
Class A Common Stock
2026-02-18$3.84/sh−90,398$347,128→ 4,231,112 total
Award
Stock Option (Right to Buy)
[F3]
2026-02-18+507,795→ 507,795 total
Exercise: $3.84Exp: 2036-02-18→ Class A Common Stock (507,795 underlying)

Footnotes (3)

[F1]Represents a grant of restricted stock units ("RSUs") under the Organogenesis Holdings Inc. ("Organogenesis") 2018 Equity Incentive Plan. Each RSU represents the contingent right to receive, upon vesting of the unit, one share of Organogenesis Class A common stock. The RSUs vest in equal annual installments over four years beginning February 15, 2026.
[F2]Shares issued pursuant to the vesting and settlement of a performance share award granted in 2025 based on the achievement of certain performance milestones.
[F3]The option becomes exercisable in equal annual installments over four years beginning February 15, 2026.

Signature

/s/ William R. Kolb, Attorney-in-Fact|2026-02-20

1 file