BCPC (BCPC) officer has 343 shares withheld to cover tax bill

Rhea-AI Filing Summary

BCPC’s executive vice president, chief legal officer, and secretary reported a routine tax-related share withholding. On 02/08/2026, 343 shares of common stock were disposed of at $173.16 per share to cover withholding taxes due upon vesting of restricted shares granted on 02/08/2023.

After this transaction, the officer beneficially owned 5,846 common shares directly and 487 common shares indirectly through a 401(k) plan.

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^*

Miyata Hatsuki

(Last) (First) (Middle)

C/O BALCHEM CORPORATION

5 PARAGON DRIVE

(Street)

MONTVALE NJ 07645

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BALCHEM CORP [ BCPC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CLO, & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/08/2026

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
Common Stock	02/08/2026		F		343(1)	D	$173.16	5,846	D
Common Stock								487	I	401(k) Plan

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

Explanation of Responses:

1. Reflects shares that were withheld to cover withholding taxes due upon vesting of restricted shares (granted on 2/8/2023).

	/s/ Travis Larsen, Attorney in Fact for Hatsuki Miyata	02/10/2026
	** 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.

FAQ

What insider transaction did BCPC report for EVP, CLO, & Secretary Miyata Hatsuki?

BCPC reported that EVP, CLO, & Secretary Miyata Hatsuki had 343 common shares disposed of on 02/08/2026. The shares were withheld to cover taxes due upon vesting of restricted stock originally granted on 02/08/2023.

How many BCPC shares were withheld for taxes in this Form 4 filing?

The filing shows 343 BCPC common shares were disposed of at $173.16 per share. A footnote explains these shares were withheld to satisfy withholding taxes triggered by the vesting of restricted shares granted on 02/08/2023.

How many BCPC shares does Miyata Hatsuki own after the 343-share tax withholding?

After the tax-related disposition, Miyata Hatsuki beneficially owns 5,846 BCPC common shares directly. In addition, the Form 4 reports 487 common shares held indirectly through a 401(k) plan, reflecting total reported holdings across both direct and indirect forms.

What does transaction code "F" mean in the BCPC Form 4 for Miyata Hatsuki?

Transaction code "F" in the Form 4 indicates a tax-related transfer, typically shares withheld to pay taxes upon vesting of equity awards. Here, 343 BCPC shares were withheld to cover withholding taxes tied to vested restricted shares granted on 02/08/2023.

Does the BCPC Form 4 show any indirect ownership for Miyata Hatsuki?

Yes. Besides directly held shares, the Form 4 reports 487 BCPC common shares held indirectly through a 401(k) plan. This indirect position is disclosed separately from the 5,846 common shares that are listed as being owned directly after the reported transaction.

Is the BCPC Form 4 transaction a market sale or a tax withholding event?

The Form 4 describes a tax withholding event, not an open-market sale. A footnote clarifies that the 343 shares were withheld to cover withholding taxes owed when previously granted restricted shares vested on 02/08/2023.