BioLife Solutions (BLFS) EVP granted stock awards and withholds shares for tax

Rhea-AI Filing Summary

BioLife Solutions executive Mathew Aby J., EVP & Chief Scientific Officer, reported equity awards and related share withholding in company stock. He acquired 20,096 shares of restricted common stock and 39,605 shares of market-based restricted stock on February 24, 2026 at a stated price of $0.0000 per share.

The awards were granted under the BioLife Solutions 2023 Omnibus Performance Incentive Plan as part of 2026 compensation. One grant vests 25% on the first anniversary of the grant date and then in 12 equal quarterly installments. The market-based award vested at approximately 156% of the original grant based on relative total shareholder return versus selected peers from January 1, 2024 through December 31, 2025.

To cover tax withholding obligations on the vesting of the market-based award, 15,585 shares were withheld at $22.65 per share. Following these transactions, Mathew Aby J. directly owns 393,466 shares of BioLife Solutions common stock.

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
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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^*

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)
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		20,096	A	(1)	369,446	D
Common Stock	02/24/2026		A		39,605	A	(2)	409,051	D
Common Stock	02/24/2026		F		15,585	D	$22.65(3)	393,466	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/ Aby J. Mathew	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.
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FAQ

What did BioLife Solutions (BLFS) report in this Form 4 for Mathew Aby J.?

The Form 4 shows EVP & Chief Scientific Officer Mathew Aby J. received restricted stock awards and had shares withheld for taxes. These transactions relate to equity compensation and do not reflect open-market buying or selling activity.

How many BioLife Solutions (BLFS) shares were granted to Mathew Aby J.?

He was granted 20,096 restricted shares and a 39,605-share market-based restricted stock award. Both grants were made on February 24, 2026 under the company’s 2023 Omnibus Performance Incentive Plan as part of his 2026 compensation package.

What is the vesting schedule for Mathew Aby J.’s new BLFS restricted stock?

One restricted stock grant vests 25% on the first anniversary of the grant date, then in 12 equal quarterly installments. This structure spreads vesting over several years, tying the executive’s compensation to ongoing service and performance at BioLife Solutions.

How was the 156% vesting factor for the BLFS market-based award determined?

The market-based restricted stock vested at about 156% of the original grant based on total shareholder return from January 1, 2024 through December 31, 2025. Performance was measured relative to a peer group selected by the compensation committee with an outside consultant.

Why were 15,585 BLFS shares disposed of in this Form 4 filing?

The 15,585 shares were withheld at $22.65 per share to satisfy tax withholding obligations from the vesting of the market-based restricted stock. This is a tax-related share withholding, not an open-market sale initiated for portfolio or valuation reasons.

How many BioLife Solutions (BLFS) shares does Mathew Aby J. own after these transactions?

After the reported grants and tax withholding, Mathew Aby J. directly owns 393,466 shares of BioLife Solutions common stock. This figure reflects his updated direct beneficial ownership following the February 24, 2026 compensation-related equity transactions.