BioLife (BLFS) EVP sells 531 shares via 10b5-1 plan to cover taxes

Rhea-AI Filing Summary

Insider sale under pre-existing plan: Aby J. Mathew, EVP & Chief Scientific Officer of BioLife Solutions, reported a sale of 531 shares of BioLife common stock on 08/26/2025 at a price of $25.44 per share. The sale was made pursuant to a Rule 10b5-1(c) trading plan adopted on 02/24/2022 to satisfy tax withholding obligations arising from the vesting of restricted stock. After the reported sale, the filing shows Mr. Mathew beneficially owns 352,051 shares directly. The Form 4 was signed on 08/28/2025 and the filer indicated the transaction was executed under the 10b5-1 plan.

Positive

• Transaction executed under a Rule 10b5-1(c) trading plan, indicating the sale was pre-planned and compliant with insider trading policies.
• Timely disclosure of the sale via Form 4 with transaction date 08/26/2025 and signature dated 08/28/2025.

Negative

• Insider disposed of 531 shares of common stock, reducing direct holdings (though the filing shows substantial remaining ownership of 352,051 shares).

Insights

Corporate Governance Expert

TL;DR: A small, pre-planned sale under a 10b5-1 plan to cover tax withholding; disclosure aligns with Section 16 reporting.

The reported 531-share disposition at $25.44 was executed under a 10b5-1(c) plan adopted 02/24/2022 and is described as satisfying tax withholding for vested restricted stock. This filing demonstrates adherence to an established trading plan and timely Section 16 reporting. The remaining direct beneficial ownership is 352,051 shares, and the Form 4 was signed 08/28/2025. There is no additional information in the filing about other transactions, changes to the plan, or any derivative holdings.

Securities Compliance Analyst

TL;DR: Transaction appears procedural and compliant; limited market impact given the small share count.

The sale is specifically coded as S(1) and accompanied by the filer’s mark indicating a 10b5-1 plan. The explanation states the plan was adopted to satisfy tax withholding related to vesting of restricted stock, which is a routine reason for such dispositions. The Form 4 contains required details: transaction date, price ($25.44), amount sold (531 shares), and post-transaction holdings (352,051 shares). No derivatives or other securities changes are reported.

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).

X

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^*

Mathew Aby J.

(Last) (First) (Middle)

3303 MONTE VILLA PARKWAY

SUITE 310

(Street)

BOTHELL WA 98021

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BIOLIFE SOLUTIONS INC [ BLFS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Scientific Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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
Common Stock	08/26/2025		S(1)		531	D	$25.44	352,051	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

Explanation of Responses:

1. The sale reported herein was made pursuant to a Rule 10b5-1 (c) trading plan adopted by the reporting person effective as of 02-24-2022 to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock.

Remarks:

	/s/ Aby J. Mathew	08/28/2025
	** 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 Aby J. Mathew (BLFS) report on Form 4?

The filing reports a sale of 531 shares of BioLife Solutions (BLFS) common stock on 08/26/2025 at $25.44 per share.

Was the BLFS insider sale part of a 10b5-1 trading plan?

Yes. The sale was made pursuant to a Rule 10b5-1(c) trading plan adopted by the reporting person effective 02/24/2022.

Why did the reporting person sell shares according to the Form 4?

The filing states the sale was to satisfy tax withholding obligations in connection with the vesting of restricted stock.

How many BLFS shares does Aby J. Mathew beneficially own after the reported transaction?

The Form 4 shows 352,051 shares beneficially owned following the reported sale.

When was the Form 4 signed?

The Form 4 bears the reporting person’s signature dated 08/28/2025.