Berard Todd 4

4 · BIOLIFE SOLUTIONS INC · Filed Feb 26, 2026

AI-generated summary of this filing

Updated Feb 26, 2026

BioLife (BLFS) CMO Todd Berard Receives Restricted Stock; Tax Withholding

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.

Form 4

Period: 2026-02-24

Chief Marketing Officer

Transactions

Footnotes (3)

[F1]The restricted stock was granted pursuant to the BioLife Solutions 2023 Omnibus Performance Incentive Plan (the "2023 Plan") and vests 25% on the first anniversary of the grant date and thereafter quarterly, in 12 equal quarterly installments. The restricted stock was granted to the reporting person as part of 2026 compensation.
[F2]The restricted stock was granted pursuant to the 2023 Plan. In accordance with the terms of the grant, the restricted stock vested as to approximately 156% of the number of shares granted based on the registrant's total shareholder return during the period beginning on January 1, 2024 through December 31, 2025 as compared to the total shareholder return of certain of the registrant's peers (such peers have been determined by the registrant's compensation committee with assistance of an outside consultant immediately prior to the grant date).
[F3]Represents shares withheld to cover tax withholding obligations in connection with the vesting of the market-based restricted stock award.

Signature

/s/ Todd Berard|2026-02-26

1 file