Axogen Form 4: William Burke Receives Annual $150K RSU Award

Rhea-AI Filing Summary

Form 4 snapshot: Axogen, Inc. (AXGN) disclosed that Director William P. Burke received 14,150 restricted stock units (RSUs) on 06/19/2025 as his annual board equity retainer, valued at approximately $150,000 on the grant date. The transaction is coded “A” (acquisition), confirming that no open-market trade occurred.

Each RSU converts to one share of common stock upon vesting, which is scheduled for 06/19/2026, the first anniversary of the grant. Until then the award remains a contingent right rather than outstanding shares.

Following the award Mr. Burke’s derivative holdings increased by 14,150 units, all held directly. The filing reports no dispositions, option exercises or sales, and does not affect the company’s share count or cash position. The grant aligns director compensation with long-term shareholder value and is routine under Axogen’s board compensation program.

Insights

Securities Analyst

TL;DR — Standard RSU grant; neutral market impact, modest alignment signal.

The Form 4 simply records Axogen’s regular $150 k equity award to Director William Burke, translating into 14,150 RSUs that vest in one year. No shares were sold, no cash changed hands, and the award represents a fraction of AXGN’s ~40 m fully-diluted share base, so dilution is immaterial (<0.04%). As a non-cash expense the grant is already embedded in projected SBC. Investors should view the filing as routine governance housekeeping rather than a catalyst for the stock.

Corporate Governance Expert

TL;DR — Governance-consistent director pay; no red flags detected.

Axogen uses annual RSU grants to encourage board retention and shareholder alignment. The one-year cliff vest is common for small-cap med-tech firms and avoids short-term trading incentives. Absence of a 10b5-1 checkbox indicates the award is not part of a scheduled sales plan, further reducing headline risk. Overall, the disclosure conforms to Section 16 requirements and presents a neutral corporate-governance signal.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Burke William P. Mr.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	14,150	$0.00	--

Holdings After Transaction: Restricted Stock Units — 14,150 shares (Direct)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of Axogen, Inc. common stock. Annual equity grant for service as Director on the Axogen, Inc. Board of Directors. The number of shares pursuant to the equity grant is based on a $150,000 valuation as of the grant date and vests on June 19, 2026, the one-year anniversary of the grant date.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Burke William P. Mr.

(Last) (First) (Middle)

C/O AXOGEN, INC. 13631 PROGRESS BLVD.

SUITE 400

(Street)

ALACHUA FL 32615

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2025

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

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

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

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

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	(1)	06/19/2025		A		14,150		(2)	(2)	Common Stock	14,150	$0	14,150	D

Explanation of Responses:

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

2. Annual equity grant for service as Director on the Axogen, Inc. Board of Directors. The number of shares pursuant to the equity grant is based on a $150,000 valuation as of the grant date and vests on June 19, 2026, the one-year anniversary of the grant date.

Remarks:

	/s/ Marc Began, as attorney-in-fact for William Burke	06/20/2025
	** 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.

FAQ

What did AXGN disclose in the latest Form 4?

Director William P. Burke was granted 14,150 RSUs valued at about $150 k on 06/19/2025.

How many shares does each RSU represent?

Each RSU converts into one share of Axogen common stock upon vesting.

When will the RSUs granted to William Burke vest?

The award vests in full on 06/19/2026, one year after the grant date.

Were any AXGN shares sold or disposed of in this filing?

No. The filing shows only an acquisition of RSUs; there were no sales or dispositions.

What is the implied dollar value of the RSU grant?

Axogen valued the grant at $150,000 on the grant date.