BioLife Solutions CFO granted restricted stock

BioLife Solutions Inc. Chief Financial Officer Troy Wichterman reported equity compensation and related tax withholding transactions in company stock.

Rhea-AI Filing Summary

BioLife Solutions Inc. Chief Financial Officer Troy Wichterman reported equity compensation and related tax withholding transactions in company stock. On February 24, 2026, he acquired 31,150 shares and 64,866 shares of restricted common stock at $0 per share as grants under the 2023 Omnibus Performance Incentive Plan.

The first grant vests 25% on the first anniversary of the grant date and then in 12 equal quarterly installments. The second grant vested at approximately 156% of the target number of shares based on total shareholder return from January 1, 2024 through December 31, 2025 versus a peer group. To cover tax withholding on the vested market-based award, 25,525 shares were disposed of at $22.65 per share. Following these transactions, Wichterman directly held 221,237 shares of common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Wichterman Troy

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	31,150	$0.00	$0.00
Grant/Award	Common Stock	64,866	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	25,525	$22.65	$578K

Holdings After Transaction: Common Stock — 221,237 shares (Direct)

Footnotes (3)

1. F1. The restricted stock was granted pursuant to the BioLife Solutions 2023 Omnibus Performance Incentive Plan (the "2023 Plan") and vests 25% on the first anniversary of the grant date and thereafter quarterly, in 12 equal quarterly installments. The restricted stock was granted to the reporting person as part of 2026 compensation.
2. F2. The restricted stock was granted pursuant to the 2023 Plan. In accordance with the terms of the grant, the restricted stock vested as to approximately 156% of the number of shares granted based on the registrant's total shareholder return during the period beginning on January 1, 2024 through December 31, 2025 as compared to the total shareholder return of certain of the registrant's peers (such peers have been determined by the registrant's compensation committee with assistance of an outside consultant immediately prior to the grant date).
3. F3. Represents shares withheld to cover tax withholding obligations in connection with the vesting of the market-based restricted stock award.

FAQ

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What did BioLife Solutions (BLFS) CFO Troy Wichterman report in this Form 4?

Troy Wichterman reported receiving two grants of restricted common stock and a related tax-withholding share disposition. The transactions reflect equity compensation under BioLife Solutions’ 2023 Omnibus Performance Incentive Plan and withholding of shares to satisfy tax obligations upon vesting of a performance-based award.

How many BioLife Solutions (BLFS) shares were granted to the CFO?

He was granted 31,150 shares and 64,866 shares of restricted common stock on February 24, 2026. Both grants were issued at a stated price of $0 per share as compensation awards under the company’s 2023 Omnibus Performance Incentive Plan for his 2026 compensation.

What is the vesting schedule for the new restricted stock grants at BioLife Solutions (BLFS)?

One restricted stock grant vests 25% on the first anniversary of the grant date, then in 12 equal quarterly installments. Another grant vested based on performance, using total shareholder return from January 1, 2024 through December 31, 2025 compared with a peer group chosen by the compensation committee.

Why were 25,525 BioLife Solutions (BLFS) shares disposed of in this filing?

The 25,525 shares represent stock withheld to cover tax withholding obligations tied to the vesting of a market-based restricted stock award. These shares were disposed of at $22.65 per share, reflecting a non-open-market transaction for satisfying tax liabilities rather than a discretionary open-market sale.

How did the Form 4 transactions affect the CFO’s direct ownership in BioLife Solutions (BLFS)?

After the reported grants and tax-withholding disposition, Troy Wichterman directly owned 221,237 shares of BioLife Solutions common stock. This figure reflects the net result of the restricted stock awards received and the shares withheld to satisfy tax obligations on the vested performance-based grant.

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Accepted by SEC EDGAR 02/26/2026 - 05:56 PM Learn about SEC filing dates

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^*

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)
02/24/2026

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	02/24/2026		A		31,150	A	(1)	181,896	D
Common Stock	02/24/2026		A		64,866	A	(2)	246,762	D
Common Stock	02/24/2026		F		25,525	D	$22.65(3)	221,237	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 restricted stock was granted pursuant to the BioLife Solutions 2023 Omnibus Performance Incentive Plan (the "2023 Plan") and vests 25% on the first anniversary of the grant date and thereafter quarterly, in 12 equal quarterly installments. The restricted stock was granted to the reporting person as part of 2026 compensation.

2. The restricted stock was granted pursuant to the 2023 Plan. In accordance with the terms of the grant, the restricted stock vested as to approximately 156% of the number of shares granted based on the registrant's total shareholder return during the period beginning on January 1, 2024 through December 31, 2025 as compared to the total shareholder return of certain of the registrant's peers (such peers have been determined by the registrant's compensation committee with assistance of an outside consultant immediately prior to the grant date).

3. Represents shares withheld to cover tax withholding obligations in connection with the vesting of the market-based restricted stock award.

Remarks:

	/s/ Troy Wichterman	02/26/2026
	** 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.