Organogenesis (ORGO) CCO receives stock awards, with shares withheld for taxes

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Form Type

Rhea-AI Filing Summary

Organogenesis Holdings Inc. reported that Chief Commercial Officer Brian Grow received new equity awards and had shares withheld for taxes. He was granted a stock option for 133,630 shares with no exercise price shown here; the option vests in equal annual installments over four years beginning February 15, 2026.

Grow also acquired 234,375 shares and 48,330 shares of Class A common stock as equity awards, tied to restricted stock units and a performance share award that vest over time based on service and performance. In connection with the vesting of the performance award, 11,768 shares were disposed of at $3.84 per share to satisfy tax withholding obligations, leaving him with 899,355 shares of Class A common stock held directly.

Insider Trade Summary

Net Buyer: 270,937 shares

Net Buy 4 txns

Insider Grow Brian

Role Chief Commercial Officer

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	133,630	$0.00	$0.00
Grant/Award	Class A Common Stock	234,375	$0.00	$0.00
Grant/Award	Class A Common Stock	48,330	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	11,768	$3.84	$45K

Holdings After Transaction: Stock Option (Right to Buy) — 133,630 shares (Direct); Class A Common Stock — 899,355 shares (Direct)

Footnotes (3)

F1. Represents a grant of restricted stock units ("RSUs") under the Organogenesis Holdings Inc. ("Organogenesis") 2018 Equity Incentive Plan. Each RSU represents the contingent right to receive, upon vesting of the unit, one share of Organogenesis Class A common stock. The RSUs vest in equal annual installments over four years beginning February 15, 2026.
F2. Shares issued pursuant to the vesting and settlement of a performance share award granted in 2025 based on the achievement of certain performance milestones.
F3. The option becomes exercisable in equal annual installments over four years beginning February 15, 2026.

FAQ

What did Organogenesis (ORGO) disclose about Brian Grow’s new stock option grant?

Organogenesis granted Chief Commercial Officer Brian Grow a stock option for 133,630 shares. The option vests in equal annual installments over four years starting February 15, 2026, aligning his compensation with long-term company performance and encouraging retention through time-based vesting requirements.

How many Organogenesis (ORGO) Class A shares did Brian Grow receive as equity awards?

Brian Grow received equity awards totaling 234,375 shares and 48,330 shares of Class A common stock. These were issued through restricted stock units and a performance share award, which vest over several years based on continued service and achievement of specified performance milestones.

Why were 11,768 Organogenesis (ORGO) shares disposed of in Brian Grow’s Form 4?

11,768 shares of Organogenesis Class A common stock were disposed of to cover tax withholding obligations. The shares were valued at $3.84 each and relate to the vesting and settlement of a 2025 performance share award, rather than an open-market sale transaction.

What is the vesting schedule for Brian Grow’s new RSUs at Organogenesis (ORGO)?

The restricted stock units granted to Brian Grow vest in equal annual installments over four years. Vesting begins on February 15, 2026, meaning a portion of the RSUs converts into Class A common shares each year, subject to his continued employment with the company.

How many Organogenesis (ORGO) shares does Brian Grow own after these transactions?

Following the reported transactions, Brian Grow directly holds 899,355 shares of Organogenesis Class A common stock. This figure reflects the impact of new equity awards received and the 11,768 shares withheld and disposed of to satisfy tax withholding obligations tied to a performance award.

What type of performance award contributed to Brian Grow’s new Organogenesis (ORGO) shares?

Some of Brian Grow’s new shares were issued upon vesting of a performance share award granted in 2025. The award settled in Class A common stock based on the achievement of specified performance milestones, reinforcing a link between his compensation and Organogenesis’s performance results.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/20/2026 - 05:28 PM

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^*

Grow Brian

(Last)

(First)

(Middle)

C/O ORGANOGENESIS HOLDINGS INC.

85 DAN ROAD

(Street)

CANTON

02021

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Organogenesis Holdings Inc. [ ORGO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	02/18/2026		A		234,375⁽¹⁾	A	$0	862,793	D
Class A Common Stock	02/18/2026		A		48,330⁽²⁾	A	$0	911,123	D
Class A Common Stock	02/18/2026		F		11,768	D	$3.84	899,355	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$3.84	02/18/2026		A		133,630		⁽³⁾	02/18/2036	Class A Common Stock	133,630	$0	133,630	D

Explanation of Responses:

1. Represents a grant of restricted stock units ("RSUs") under the Organogenesis Holdings Inc. ("Organogenesis") 2018 Equity Incentive Plan. Each RSU represents the contingent right to receive, upon vesting of the unit, one share of Organogenesis Class A common stock. The RSUs vest in equal annual installments over four years beginning February 15, 2026.

2. Shares issued pursuant to the vesting and settlement of a performance share award granted in 2025 based on the achievement of certain performance milestones.

3. The option becomes exercisable in equal annual installments over four years beginning February 15, 2026.

	/s/ William R. Kolb, Attorney-in-Fact	02/20/2026
	** 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.

Source: View Original Filing on SEC EDGAR