BioLife CTO has 421 shares withheld for taxes

BioLife Solutions’ CTO had shares withheld to cover taxes on RSU vesting, leaving a direct holding of 47,135 shares.

Available on EDGAR 09/22/2026 - 05:12 PM EDT Accepted by SEC EDGAR 09/22/2026 - 05:11 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

BIOLIFE SOLUTIONS INC (BLFS) reported that Chief Technology Officer Sean Werner had 421 shares of common stock withheld on September 18, 2026 to satisfy tax withholding obligations arising from the release of restricted stock units, at a value of $36.69 per share. After this tax-withholding disposition, he holds 47,135 shares of the company’s common stock directly, and no Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Tax Withholding: 421 shares

Tax Withholding 1 txn

Insider Werner Sean

Role Chief Technology Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	421	$36.69	$15K

Holdings After Transaction: Common Stock — 47,135 shares (Direct)

Holdings Before and After: Common Stock, 47,556 to 47,135 shares (Direct)

Footnotes (1)

1. F1. Represents the number of shares withheld by the Issuer to satisfy tax withholding obligations of the reporting person that arose upon the release of restricted stock units.

Key Figures

Shares withheld for tax: 421 shares Per-share value for withheld shares: $36.69 per share Shares held after transaction: 47,135 shares

3 metrics

Shares withheld for tax 421 shares Shares of BLFS common stock withheld on September 18, 2026 for tax withholding obligations

Per-share value for withheld shares $36.69 per share Value assigned to the 421 BLFS shares withheld for tax on September 18, 2026

Shares held after transaction 47,135 shares Direct BLFS common stock holding of CTO Sean Werner following the tax-withholding disposition

Key Terms

restricted stock units, tax withholding obligations, withheld by the Issuer

3 terms

restricted stock units financial

"obligations of the reporting person that arose upon the release of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"shares withheld by the Issuer to satisfy tax withholding obligations of the reporting person"

withheld by the Issuer financial

"Represents the number of shares withheld by the Issuer to satisfy tax withholding obligations"

FAQ

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

What insider transaction did BLFS report for Chief Technology Officer Sean Werner?

BLFS reported that Chief Technology Officer Sean Werner had 421 shares of common stock withheld on September 18, 2026 to cover tax withholding obligations upon the release of restricted stock units, leaving him with 47,135 directly held shares afterward.

Was the BLFS insider transaction by the CTO a market sale or tax withholding?

The transaction was a tax-withholding disposition. 421 shares of BLFS common stock were withheld by the company to satisfy Sean Werner’s tax withholding obligations when his restricted stock units were released.

How many BLFS shares does the Chief Technology Officer hold after this Form 4 transaction?

After the reported transaction, Chief Technology Officer Sean Werner directly holds 47,135 shares of BLFS common stock, as stated in the Form 4 holding information following the tax-withholding event.

At what value were the BLFS shares withheld for the CTO’s tax obligations?

The 421 shares withheld from Chief Technology Officer Sean Werner to satisfy tax obligations were valued at $36.69 per share, according to the transaction details reported for September 18, 2026.

Was the BLFS CTO’s September 18, 2026 transaction under a Rule 10b5-1 plan?

No. The filing indicates that the Rule 10b5-1 checkbox is not selected, so the September 18, 2026 tax-withholding transaction for Chief Technology Officer Sean Werner was not reported as being under a Rule 10b5-1 plan.

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

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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^*

Werner Sean

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026

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	09/18/2026		F		421(1)	D	$36.69	47,135	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. Represents the number of shares withheld by the Issuer to satisfy tax withholding obligations of the reporting person that arose upon the release of restricted stock units.

Remarks:

	/s/ Sean Werner	09/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)