Hartley Lindsey Marie 4

4 · Axogen, Inc. · Filed Mar 18, 2026

AI-generated summary of this filing

Updated Mar 18, 2026

Axogen (AXGN) CFO Hartley Lindsey Receives Vested RSUs; Shares Withheld

What Happened

Hartley Lindsey, Chief Financial Officer of Axogen, had restricted stock units (RSUs) convert to common shares on March 16, 2026. The filing shows conversion/exercise (derivative code M) of a total of 18,000 RSUs into common stock (price $0.00 per share).
To satisfy tax withholding on the vesting event (code F), the issuer withheld 1,574 shares (valued at $32.84 each, $51,690) and 1,968 shares (valued at $32.84 each, $64,629) — a total of 3,542 shares withheld for taxes (~$116,319). Net shares delivered to Lindsey = 18,000 − 3,542 = 14,458 shares.
This was a vesting/settlement of equity awards (not an open-market sale or a purchase).

Key Details

Transaction date: March 16, 2026; Form 4 filed March 18, 2026 (within the typical two-business-day reporting window).
Conversion entries show $0.00 per share (RSU settlement); withholding entries priced at $32.84 per share.
Withheld shares (3,542) were retained by the issuer to satisfy tax obligations and do not represent an open-market sale (footnote F2).
Each RSU equals one share upon settlement (F3). Footnotes indicate these RSUs were fully vested as of March 16, 2026 (F5).
The filing does not state total company shares owned by Lindsey after the transaction beyond the net shares delivered.

Context

This is a routine equity award vesting and net settlement for taxes (cashless/net settlement), not a buy or a market sale. Such transactions reflect compensation vesting rather than a direct insider purchase or deliberate disposition in the open market.
For retail investors, purchases or open-market sales by insiders can be more informative about sentiment; here the key takeaway is the number of vested shares and the tax withholding, not a trading decision.

Form 4

Period: 2026-03-16

CFO

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-03-16+4,000→ 59,276 total
Tax Payment
Common Stock
[F2]
2026-03-16$32.84/sh−1,574$51,690→ 57,702 total
Exercise/Conversion
Common Stock
[F1]
2026-03-16+5,000→ 62,702 total
Tax Payment
Common Stock
[F2]
2026-03-16$32.84/sh−1,968$64,629→ 60,734 total
Exercise/Conversion
Restricted Stock Units
[F3][F4]
2026-03-16+4,000→ 4,000 total
Exercise: $0.00→ Common Stock (4,000 underlying)
Exercise/Conversion
Restricted Stock Units
[F3][F5]
2026-03-16+5,000→ 5,000 total
Exercise: $0.00→ Common Stock (5,000 underlying)

Footnotes (5)

[F1]This reflects the number of restricted stock units ("RSUs") that vested on March 16, 2026.
[F2]This represents the number of shares of Common Stock that have been withheld by the issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of the RSUs and does not represent an open market sale.
[F3]Each restricted stock unit represents a contingent right to receive one share of Axogen, Inc. common stock.
[F4]All shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on March 16, 2027 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on March 16, 2025 (24 months from the grant date) and an additional 25% of the aggregate shares vest each 12 months thereafter. Vested shares are delivered to the reporting person upon the vesting date.
[F5]All shares of Axogen Inc. common stock underlying the restricted stock units are fully vested on March 16, 2026 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on March 16, 2024 (24 months from the grant date) and an additional 25% of the aggregate shares vested each 12 months thereafter. Vested shares are delivered to the reporting person upon the vesting date.

Signature

/s/ Marc Began, as attorney-in-fact for Lindsey Hartley|2026-03-18

1 file