BioLife Solutions CEO disposes of 826,454 merger shares

Each outstanding common share converted into the right to receive $11.25 in cash and 0.1442 Repligen shares, subject to merger-agreement terms.

Rhea-AI Filing Summary

BioLife Solutions Inc. Chief Executive Officer and director Roderick de Greef reported two restricted-stock acquisitions and merger-related dispositions on October 6, 2026. The acquisitions were 225,670 shares and 237,460 shares; both awards vested immediately before the merger at approximately 200% of the shares granted, based on total shareholder return relative to certain peers over separate measurement periods ending October 2, 2026.

De Greef disposed of 826,454 shares in connection with the merger. Each outstanding common share converted into the right to receive $11.25 in cash and 0.1442 shares of Repligen common stock, subject to the merger agreement. Separately, 364,872 shares were withheld for tax obligations in connection with vesting, at $38.61 per share.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider DE GREEF RODERICK

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F2	225,670	--	--
Grant/Award	Common Stock F3	237,460	--	--
Tax Withholding	Common Stock F4	364,872	$38.61	$14.09M
Disposition	Common Stock F1	826,454	--	--

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (4)

1. F1. Reflects the disposition of shares of common stock ("Common Stock") of BioLife Solutions, Inc. (the "Registrant") in connection with the consummation on October 6, 2026 of the merger of Bravo Merger Sub I, Inc., a Delaware corporation ("Merger Sub 1") with and into the Registrant (the "First Merger"), pursuant to the Agreement and Plan of Merger, dated as of July 21, 2026 (the "Merger Agreement"), by and among the Registrant, Repligen Corporation, a Delaware corporation ("Repligen"), Merger Sub 1 and Bravo Merger Sub II, LLC, a Delaware limited liability company. At the effective time of the First Merger (the "First Merger Effective Time"), each outstanding share of Common Stock was converted into the right to receive $11.25 in cash and 0.1442 shares of Repligen common stock, in each case subject to the terms and conditions of the Merger Agreement.
2. F2. The restricted stock was granted pursuant to the BioLife Solutions 2023 Omnibus Performance Incentive Plan (the "2023 Plan"). In accordance with the terms of the grant and the Merger Agreement, the restricted stock vested immediately prior to the First Merger Effective Time as to approximately 200% of the number of shares granted based on the Registrant's total shareholder return during the period beginning on January 1, 2025 through October 2, 2026 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. The restricted stock was granted pursuant to the 2023 Plan. In accordance with the terms of the grant and the Merger Agreement, the restricted stock vested immediately prior to the First Merger Effective Time as to approximately 200% of the number of shares granted based on the Registrant's total shareholder return during the period beginning on January 1, 2026 through October 2, 2026 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).
4. F4. Represents shares withheld to cover tax withholding obligations in connection with the vesting of the market-based restricted stock award.

Key Figures

Restricted stock acquired: 225,670 shares Restricted stock acquired: 237,460 shares Shares disposed of in merger: 826,454 shares +4 more

7 metrics

Restricted stock acquired 225,670 shares Award vested immediately before the merger on October 6, 2026

Restricted stock acquired 237,460 shares Award vested immediately before the merger on October 6, 2026

Shares disposed of in merger 826,454 shares Merger consummated on October 6, 2026

Shares withheld for tax obligations 364,872 shares In connection with vesting on October 6, 2026

Price per share withheld $38.61 per share Shares withheld for tax obligations in connection with vesting

Merger cash consideration $11.25 per share Right to receive for each outstanding common share at the merger effective time

Repligen common stock consideration 0.1442 shares per share Right to receive for each outstanding BioLife common share at the merger effective time

Key Terms

market-based restricted stock award, total shareholder return, tax withholding obligations, First Merger Effective Time

4 terms

market-based restricted stock award financial

"vesting of the market-based restricted stock award"

total shareholder return financial

"based on the Registrant's total shareholder return"

Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.

tax withholding obligations financial

"to cover tax withholding obligations"

First Merger Effective Time technical

"At the First Merger Effective Time"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What merger consideration applied to each BLFS common share?

At the merger effective time, each outstanding BioLife Solutions common share converted into the right to receive $11.25 in cash and 0.1442 shares of Repligen common stock, subject to the terms and conditions of the merger agreement.

Why did BLFS restricted-stock awards vest at approximately 200%?

The two restricted-stock awards vested at approximately 200% of the shares granted, based on BioLife's total shareholder return compared with certain peers. The measurement periods ran from January 1, 2025 through October 2, 2026, and from January 1, 2026 through October 2, 2026. The compensation committee determined the peer group with assistance from an outside consultant.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/08/2026 - 09:58 PM Accepted by SEC EDGAR 10/08/2026 - 09:58 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

X

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^*

DE GREEF RODERICK

(Last) (First) (Middle)

3303 MONTE VILLA PARKWAY

SUITE 310

(Street)

BOTHELL WASHINGTON 98021

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	10/06/2026		A		225,670	A	(2)	567,186	D
Common Stock	10/06/2026		A		237,460	A	(3)	804,646	D
Common Stock	10/06/2026		F		364,872	D	$38.61(4)	439,774	D
Common Stock	10/06/2026		D		826,454	D	(1)	0	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. Reflects the disposition of shares of common stock ("Common Stock") of BioLife Solutions, Inc. (the "Registrant") in connection with the consummation on October 6, 2026 of the merger of Bravo Merger Sub I, Inc., a Delaware corporation ("Merger Sub 1") with and into the Registrant (the "First Merger"), pursuant to the Agreement and Plan of Merger, dated as of July 21, 2026 (the "Merger Agreement"), by and among the Registrant, Repligen Corporation, a Delaware corporation ("Repligen"), Merger Sub 1 and Bravo Merger Sub II, LLC, a Delaware limited liability company. At the effective time of the First Merger (the "First Merger Effective Time"), each outstanding share of Common Stock was converted into the right to receive $11.25 in cash and 0.1442 shares of Repligen common stock, in each case subject to the terms and conditions of the Merger Agreement.

2. The restricted stock was granted pursuant to the BioLife Solutions 2023 Omnibus Performance Incentive Plan (the "2023 Plan"). In accordance with the terms of the grant and the Merger Agreement, the restricted stock vested immediately prior to the First Merger Effective Time as to approximately 200% of the number of shares granted based on the Registrant's total shareholder return during the period beginning on January 1, 2025 through October 2, 2026 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. The restricted stock was granted pursuant to the 2023 Plan. In accordance with the terms of the grant and the Merger Agreement, the restricted stock vested immediately prior to the First Merger Effective Time as to approximately 200% of the number of shares granted based on the Registrant's total shareholder return during the period beginning on January 1, 2026 through October 2, 2026 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).

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

	/s/ Roderick De Greef	10/08/2026
	** 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.
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* Form 4: SEC 1474 (03-26)