Form 4: BLFS CTO sale under Rule 10b5-1; holds 26,037 shares

Rhea-AI Filing Summary

BioLife Solutions (BLFS) filed a Form 4 indicating CTO Sean Werner sold 275 shares of common stock at $27.82 on October 20, 2025. The filing states the trade was executed under a Rule 10b5-1(c) plan adopted effective 07-17-2024 to satisfy tax withholding related to restricted stock vesting. Following the transaction, Werner beneficially owned 26,037 shares, held directly.

Insights

Insider trading compliance analyst

Small, pre-planned sale to cover taxes; administrative in nature.

The CTO of BioLife Solutions reported selling 275 shares at $27.82 on October 20, 2025. The filing cites a Rule 10b5-1(c) plan, which pre-schedules trades and can reduce discretion.

The explanation notes proceeds addressed tax withholding tied to restricted stock vesting. After the sale, the executive held 26,037 shares directly. Actual market impact depends on broader trading activity; this entry documents a single, plan-driven transaction.

Insider Trade Summary

Net Seller: 275 shares

Net Sell 1 txn

Insider Werner Sean

Role Chief Technology Officer

Sold 275 shs ($8K)

Type	Security	Shares	Price	Value
Sale	Common Stock	275	$27.82	$8K

Holdings After Transaction: Common Stock — 26,037 shares (Direct)

Footnotes (1)

1. F1. The sale reported herein was made pursuant to a Rule 10b5-1 (c) trading plan adopted by the reporting person effective as of 07-17-2024 to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock.

FAQ

What insider transaction did BLFS report on this Form 4?

The CTO, Sean Werner, sold 275 shares of common stock at $27.82 on October 20, 2025.

Was the BLFS insider sale made under a 10b5-1 plan?

Yes. The trade was executed under a Rule 10b5-1(c) plan effective 07-17-2024.

Why did the BLFS CTO sell shares?

The filing states the sale was to satisfy tax withholding related to the vesting of restricted stock.

How many BLFS shares does the CTO hold after the transaction?

Following the sale, he beneficially owned 26,037 shares, held directly.

What was the price per share in the BLFS insider sale?

The reported sale price was $27.82 per share.

What role does the reporting person hold at BLFS?

He is the Chief Technology Officer of BioLife Solutions.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/22/2025 - 05:02 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).

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^*

Werner Sean

(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 Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2025

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	10/20/2025		S(1)		275	D	$27.82	26,037	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 07-17-2024 to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock.

Remarks:

	/s/ Sean Werner	10/22/2025
	** 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.