BioLife (BLFS) CFO Disposes 590 Shares to Cover Tax Withholding

Rhea-AI Filing Summary

Insider sale under 10b5-1 plan: Troy Wichterman, Chief Financial Officer of BioLife Solutions, sold 590 shares of BioLife Solutions Inc. (BLFS) on 08/26/2025 at a price of $25.44 per share. After the sale, Mr. Wichterman beneficially owned 185,218 shares, held directly. The filing states the sale was executed 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. The Form 4 is signed by the reporting person on 08/28/2025.

Insights

Financial Analyst

TL;DR: CFO sold a small number of shares through a pre-established 10b5-1 plan to cover tax withholding from vested restricted stock; not material.

The reported sale of 590 shares at $25.44 reduced the CFO's direct holdings to 185,218 shares. Because the transaction was executed under a 10b5-1 plan adopted in 2022 and is described as tax-withholding related to restricted stock vesting, this appears routine and formulaic rather than opportunistic. The size of the sale relative to total holdings disclosed here is modest and the filing provides no new operational or financial information about BLFS.

Corporate Governance Expert

TL;DR: Use of an established 10b5-1 plan indicates policy compliance; the filing documents routine insider liquidity for tax obligations.

The Form 4 explicitly states the transaction was made pursuant to a Rule 10b5-1(c) trading plan effective 02/24/2022 to satisfy tax withholding from restricted stock vesting. That disclosure aligns with best practices for predictable, pre-planned insider trades and reduces concerns about trading on material nonpublic information. The filing is narrowly focused on the disposition and does not indicate any change in role or other governance events.

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^*

Wichterman Troy

(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)
	Chief Financial 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)		590	D	$25.44	185,218	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/ Troy Wichterman	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 BioLife CFO Troy Wichterman sell and when?

The CFO sold 590 shares of BLFS on 08/26/2025 at $25.44 per share.

Why was the sale made according to the Form 4?

The sale was executed under a Rule 10b5-1(c) trading plan adopted 02/24/2022 to satisfy tax withholding obligations from restricted stock vesting.

How many BLFS shares does Troy Wichterman own after the sale?

Following the reported transaction, he beneficially owned 185,218 shares held directly.

Does the filing indicate any amendment or additional transactions?

No amendment date is provided and only the single sale on 08/26/2025 is reported in this Form 4.

Was the trade a single-person filing or part of a group?

The Form 4 indicates it was filed by one reporting person (individual filing).