Bio-Techne (TECH) president converts 4,621 RSUs and withholds shares

Rhea-AI Filing Summary

Bio-Techne Corp President – Diag & Spatial Bio, Matthew McManus, reported equity award activity in company stock. On February 1, 2026, 4,621 restricted stock units converted into the same number of common shares at $0 per share. On the same date, 1,665 common shares were withheld at $64.09 per share to cover obligations, leaving 7,691 common shares held directly.

McManus continues to hold multiple equity awards, including performance restricted stock units and stock options that vest over several future dates and run through expiration dates up to August 15, 2035. Each restricted stock unit represents a contingent right to receive one share of Bio-Techne 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

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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^*

McManus Matthew

(Last) (First) (Middle)

614 MCKINLEY PLACE NE

(Street)

MINNEAPOLIS MN 55413

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp [ TECH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President - Diag & Spatial Bio

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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	02/01/2026		M		4,621	A	$0	9,356	D
Common Stock	02/01/2026		F		1,665	D	$64.09	7,691	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
Performance Restricted Stock Units	(1)							(2)	(2)	Common Stock	2,888		2,888	D
Performance Stock Option (Right to Buy)	$68.54							(2)	02/01/2031	Common Stock	7,951		7,951	D
Restricted Stock Units	(1)	02/01/2026		M			4,621	(3)	(3)	Common Stock	4,621	$0	4,620	D
Stock Option (Right to Buy)	$68.54							(4)	02/01/2031	Common Stock	15,902		15,902	D
Performance Restricted Stock Units	(1)							(5)	(5)	Common Stock	15,825		15,825	D
Restricted Stock Units	(1)							(6)	(6)	Common Stock	5,275		5,275	D
Stock Option (Right to Buy)	$74.91							(7)	08/15/2034	Common Stock	21,320		21,320	D
Performance Restricted Stock Units	(1)							(8)	(8)	Common Stock	19,243		19,243	D
Restricted Stock Units	(1)							(9)	(9)	Common Stock	9,622		9,622	D
Stock Option (Right to Buy)	$53.6							(10)	08/15/2035	Common Stock	24,614		24,614	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Bio-Techne common stock.

2. Vests in full or in part on 8/15/2026 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).

3. 4,621 restricted stock units vest on 2/1/2026 and 4,620 restricted stock units vest on 2/1/2027.

4. Options to purchase 3,976 shares vest on 2/1/2025 and 2/1/2027, and options to purchase 3,975 shares vest on 2/1/2026 and 2/1/2028.

5. Vests in full or in part on 8/15/2027 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).

6. 2,637 restricted stock units vest on 8/15/2026 and 2,638 restricted stock units vest on 8/15/2027.

7. Options to purchase 5,330 shares vest on each of 8/15/2025, 8/15/2026, 8/15/2027 and 8/15/2028.

8. Vests in full or in part on 8/15/2028 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).

9. 3,207 restricted stock units vest on each of 8/15/2026 and 8/15/2027, and 3,208 restricted stock units vest on 8/15/2028.

10. Options to purchase 8,205 shares vest on each of 8/15/2026 and 8/15/2027, and options to purchase 8,204 shares vest on 8/15/2028.

	/s/ Andrew Nick as Attorney-in-Fact for Matthew McManus pursuant to Power of Attorney previously filed.	02/03/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did TECH executive Matthew McManus report on this Form 4?

Matthew McManus reported equity award activity involving Bio-Techne (TECH) shares. 4,621 restricted stock units converted into 4,621 common shares at $0 per share, and 1,665 common shares were withheld at $64.09 per share, leaving 7,691 common shares owned directly.

How many Bio-Techne (TECH) common shares does Matthew McManus hold after the reported transactions?

After the reported transactions, Matthew McManus directly holds 7,691 Bio-Techne common shares. This reflects the conversion of 4,621 restricted stock units into common shares and the withholding of 1,665 shares to satisfy obligations, as disclosed in the Form 4 filing.

What happened to the 4,621 restricted stock units reported for Bio-Techne (TECH)?

The 4,621 restricted stock units converted into 4,621 Bio-Techne common shares at $0 per share. These units were part of an equity award, with each unit representing a contingent right to receive one common share, as described in the footnotes to the filing.

Why were 1,665 Bio-Techne (TECH) shares reported with transaction code F?

Transaction code F indicates shares withheld to satisfy obligations such as taxes. In this filing, 1,665 Bio-Techne common shares were withheld at $64.09 per share, reducing the directly held common shares to 7,691 after the equity award conversion.

What derivative equity awards in TECH does Matthew McManus continue to hold?

Matthew McManus continues to hold various derivative awards in Bio-Techne, including performance restricted stock units and stock options. These awards cover tens of thousands of underlying shares and vest on multiple dates extending to August 15, 2035, according to the vesting schedules in the footnotes.

How do restricted stock units work in the Bio-Techne (TECH) Form 4 filing?

Each restricted stock unit in this Bio-Techne filing represents a contingent right to receive one common share. Units typically vest on specified future dates or upon meeting performance goals, and upon vesting they convert into common shares as shown by the 4,621-unit conversion.