Axogen (AXGN) officer nets shares after RSU vesting and sale

Rhea-AI Filing Summary

Axogen, Inc. Chief Innovation Officer Erick Wayne DeVinney exercised restricted stock units and made related share transactions. On March 16, 2026, 17,938 restricted stock units vested and were converted into an equal number of common shares. Of these, 2,870 shares were withheld by Axogen at $32.84 per share to cover tax obligations, which the company states is not an open-market sale. DeVinney also sold 5,221 common shares in an open-market transaction at $32.84 per share. Following these transactions, he directly holds 262,781 shares of Axogen common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DeVinney Erick Wayne

(Last) (First) (Middle)

13631 PROGRESS BLVD.,

SUITE 400

(Street)

ALACHUA FLORIDA 32615

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Axogen, Inc. [ AXGN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Innovation Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/16/2026	03/16/2026	M		6,363(1)	A	$0	259,297	D
Common Stock	03/16/2026	03/16/2026	F		2,870(2)	D	$32.84	256,427	D
Common Stock	03/16/2026	03/16/2026	M		11,575(1)	A	$0	268,002	D
Common Stock	03/16/2026	03/16/2026	S		5,221(2)	D	$32.84	262,781	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(3)	03/16/2026	03/16/2026	M		6,363		(4)	(4)	Common Stock	6,363	$0	6,363	D
Restricted Stock Units	(3)	03/16/2026	03/16/2026	M		11,575		(5)	(5)	Common Stock	11,575	$0	11,575	D

Explanation of Responses:

1. This reflects the number of restricted stock units ("RSUs") that vested on March 16, 2026.

2. 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.

3. Each restricted stock unit represents a contingent right to receive one share of Axogen, Inc. common stock.

4. 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 dates.

5. 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.

Remarks:

	/s/ Marc Began, as attorney-in-fact for Erick DeVinney	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What transactions did Axogen (AXGN) executive Erick Wayne DeVinney report on this Form 4?

Erick Wayne DeVinney reported RSU vesting, tax withholding, and a share sale. On March 16, 2026, 17,938 RSUs vested into common shares, 2,870 shares were withheld for taxes, and 5,221 shares were sold at $32.84 each.

How many Axogen (AXGN) shares did Erick Wayne DeVinney sell and at what price?

He sold 5,221 shares of Axogen common stock in an open-market transaction. The shares were sold at a price of $32.84 per share on March 16, 2026, as part of activity linked to RSU vesting.

How many Axogen (AXGN) shares does Erick Wayne DeVinney hold after these transactions?

After the reported transactions, Erick Wayne DeVinney holds 262,781 shares of Axogen common stock directly. This figure reflects RSU conversions, tax-withholding shares, and the open-market sale disclosed for March 16, 2026.

Were any of Erick Wayne DeVinney’s Axogen (AXGN) shares sold only to cover taxes?

Yes. The filing shows 2,870 shares of Axogen common stock withheld at $32.84 per share to satisfy tax obligations. The company notes this withholding is not an open-market sale but part of net settlement for vested RSUs.

What RSU vesting activity did Axogen (AXGN) disclose for Erick Wayne DeVinney?

Two RSU grants vested on March 16, 2026, totaling 17,938 units. Each restricted stock unit represents a right to receive one Axogen common share, and vested shares are delivered to DeVinney on the vesting dates under the schedules described.

How are Erick Wayne DeVinney’s Axogen (AXGN) RSUs structured and delivered?

Each RSU entitles the holder to one Axogen common share upon vesting. Footnotes describe four-year vesting schedules where 50% vests after 24 months, then 25% annually, with vested shares delivered on each vesting date.