BCPC executive (BCPC) reports equity grants and tax share withholdings

Rhea-AI Filing Summary

BCPC senior vice president Frederic Boned reported new equity awards and related tax share withholdings. On February 11, he acquired 2,870 shares of restricted common stock and 2,247 common shares from performance stock units vesting for the 2023–2025 period.

To cover tax obligations, 1,151 of those vested shares were withheld at $178.68 per share on February 11 and an additional 203 shares were withheld at $177.49 per share on February 12. He was also granted stock options for 10,500 shares at a $178.68 exercise price, vesting over three years and expiring on February 11, 2036. After these transactions, he directly owned 8,978 common shares, plus 441 shares held indirectly in a 401(k) plan and 10,500 stock options.

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^*

Boned Frederic

(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)
	SVP/GM, Human Nutri. & Health

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		2,870(1)	A	$0	8,085	D
Common Stock	02/11/2026		A		2,247(2)	A	$0	10,332	D
Common Stock	02/11/2026		F		1,151(3)	D	$178.68	9,181	D
Common Stock	02/12/2026		F		203(4)	D	$177.49	8,978	D
Common Stock								441	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
Stock Option	$178.68	02/11/2026		A		10,500		(5)	02/11/2036	Common Stock	10,500	$0	10,500	D

Explanation of Responses:

1. Ownership of restricted stock vests in Reporting Person over a 3-year period (25% on the first anniversary of the grant date, 25% on the second anniversary of the grant date, and 50% on the third anniversary of the grant date), subject to restrictions on transfer in accordance with the provisions of a Restricted Stock Grant Agreement between the Issuer and the Reporting Person.

2. Represents the vesting of performance stock units (includes 37 dividend equivalent shares) for the 2023-2025 performance period.

3. 1,151 of the 2,247 performance stock units that vested on February 11, 2026 were withheld to cover tax requirement due upon vesting.

4. Reflects shares that were withheld to cover withholding taxes due upon vesting of restricted shares (granted on 2/12/2025).

5. Options vest 20% Year 1, 40% Year 2, and 40% Year 3.

	/s/ Travis Larsen, Attorney in Fact for Frederic Boned	02/13/2026
	** 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 transactions did BCPC executive Frederic Boned report in this Form 4?

Frederic Boned reported equity awards and related tax share withholdings. He received restricted stock, vested performance stock units into common shares, and was granted stock options, while some shares were withheld to satisfy tax obligations tied to those vesting events.

How many BCPC common shares did Frederic Boned acquire through awards in February 2026?

He acquired 2,870 restricted common shares and 2,247 common shares from vested performance stock units. These shares were granted at no cash cost to him, reflecting equity-based compensation tied to multi‑year performance and time‑based vesting conditions.

Why were some of Frederic Boned’s BCPC shares disposed of in this Form 4 filing?

The dispositions reflect tax-withholding transactions, not open-market sales. A total of 1,151 vested performance units and 203 restricted shares were withheld by the issuer at specified share prices to cover tax liabilities due upon vesting of those equity awards.

What stock option grant did BCPC report for Frederic Boned?

He received a grant of stock options covering 10,500 BCPC common shares at a $178.68 exercise price. The options vest 20% in year one, 40% in year two, and 40% in year three, and expire on February 11, 2036, if not exercised.

How many BCPC shares does Frederic Boned own after the reported Form 4 transactions?

Following the reported transactions, he directly owned 8,978 BCPC common shares and indirectly held 441 shares in a 401(k) plan. In addition, he beneficially owned 10,500 stock options that, if exercised, would provide rights to acquire more common shares.

What role does Frederic Boned hold at BCPC according to this Form 4?

The filing identifies Frederic Boned as an officer of the issuer, serving as SVP/GM, Human Nutrition & Health. His position explains why he receives equity-based compensation, including restricted stock, performance units, and stock options, as part of his overall incentive package.