BIO-TECHNE Corp (TECH) SEC Filings, Jul-Aug 2026

BIO-TECHNE Corp (TECH) reported that officer Shane Bohnen, SVP – General Counsel, had multiple equity award events on 2026-08-15. Awards of restricted stock units and performance restricted stock units were converted into 4,350 shares of Common Stock, with 1,343 shares delivered or withheld for payment of exercise price or tax liability. The Board authorized discretionary vesting of 807 performance stock options and 300 performance RSUs, while the remaining related performance options and performance RSUs were forfeited and disposed to the issuer. Bohnen continues to hold several stock option grants on BIO-TECHNE Common Stock with exercise prices ranging from $53.60 to $120.46 and expiration dates between 2027 and 2035, as well as unvested performance RSUs. The transactions were not reported as made under a Rule 10b5-1 trading plan.

BIO-TECHNE Corp (TECH) reported insider equity activity by executive Steven C. Crouse, President - Diag & Spatial Bi. On 2026-08-15, Crouse exercised or converted restricted stock units into 5,423 shares of common stock, with no exercise price shown.

In connection with this, 1,947 common shares were disposed of at $72.40 per share for payment of exercise price or tax liability by delivering or withholding securities. Several equity awards and stock options remain outstanding, including multiple option grants with exercise prices between the mid-$40s and low-$120s and expirations from 2028 through 2036.

BIO-TECHNE Corp (TECH) director Amy E. Herr reported indirect equity compensation activity relating to her significant other. On 2026-08-15, 589 restricted stock units covering an equal number of common shares were exercised at $0.00 per share, and 213 common shares were delivered or withheld to cover exercise price or tax liability at $72.40 per share. Following these transactions, she holds 2,680 shares of BIO-TECHNE common stock directly and multiple stock option awards, including options over 2,415 shares at $72.05 expiring in 2035 and 3,777 shares at $60.96 expiring in 2035, along with additional indirect option and RSU positions that vest on various future dates.

Bio-Techne Corporation reported fourth-quarter fiscal 2026 net sales of $321.2 million, up 1% year over year, with organic revenue up 3%. GAAP diluted EPS improved to $0.35 from a loss of $(0.11), while adjusted EPS was $0.52 versus $0.53. GAAP operating income was $74.3 million compared with a prior-year loss, and GAAP operating margin rose to 23.1%, helped by the absence of last year’s impairment. Adjusted operating income increased to $103.4 million and adjusted operating margin to 32.2%.

For full-year fiscal 2026, net sales were flat at $1.22 billion. GAAP diluted EPS increased to $1.16 from $0.46, and adjusted EPS edged up to $1.93 from $1.92. Full-year GAAP operating income rose to $251.9 million with a 20.7% operating margin, while adjusted operating income reached $386.1 million. The Protein Sciences segment grew revenue 1% to $874.6 million with a 41.1% operating margin; Diagnostics and Spatial Biology revenue declined 3% to $336.4 million, but its operating margin improved to 11.2%.

The company highlighted a previously announced agreement to be acquired by Merck KGaA, Darmstadt, Germany for $73 per share in cash, implying enterprise value of about $11.3 billion. Bio-Techne also declared a quarterly cash dividend of $0.08 per share, payable September 4, 2026, to shareholders of record on August 24, 2026.

Bio-Techne Corporation has agreed to be acquired by Merck KGaA, Darmstadt, Germany through a cash merger. Under an Agreement and Plan of Merger signed on June 25, 2026, each outstanding share of Bio-Techne common stock (other than specified excluded and dissenting shares) will be converted at the effective time into the right to receive $73.00 in cash per share, without interest and subject to tax withholding. After completion, Bio-Techne will become a wholly owned subsidiary of Merck KGaA and its shares will cease to trade on Nasdaq.

The merger must be approved by holders of a majority of the voting power of outstanding shares entitled to vote at a special virtual shareholder meeting. The board of directors unanimously determined the merger to be advisable and in the best interests of shareholders and recommends voting FOR the merger and related proposals. Goldman Sachs & Co. LLC provided a fairness opinion that the $73.00 cash consideration is fair from a financial point of view and is to receive a contingent transaction fee of about $106 million if the deal closes.

If the merger is not completed, Bio-Techne will remain public and its stock will continue trading on Nasdaq; the company notes the share price could decline and may not return to pre-announcement levels. Under specified termination scenarios, Bio-Techne may owe Merck KGaA a $230,455,000 termination fee, and in other scenarios Merck KGaA may owe Bio-Techne a $576,140,000 reverse termination fee. The transaction is not conditioned on financing, and required antitrust and investment-screening approvals, including under the HSR Act, must be obtained.

FMR LLC and Abigail P. Johnson report beneficial ownership of BIO-TECHNE CORP common stock on an amended Schedule 13G. As of June 30, 2026, FMR LLC reports beneficial ownership of 12,754,783.64 shares, representing 8.1% of the class. FMR LLC has sole voting power over 12,715,889.05 shares and sole dispositive power over 12,754,783.64 shares, with no shared voting or dispositive power. Abigail P. Johnson reports sole dispositive power over the same 12,754,783.64 shares, with no voting power. The filing notes that the shares are held on behalf of one or more other persons entitled to dividends or sale proceeds, but no such person holds more than five percent of BIO-TECHNE CORP’s outstanding common stock.

Bio-Techne Corp CFO James Hippel exercised stock options covering 62,068 shares of common stock on July 29, 2026 at an exercise price of $47.60 per share. A separate Form 4 entry shows 51,024 shares of common stock disposed of at $72.03 per share, designated as payment of exercise price or tax liability by withholding securities. He continues to hold multiple option and restricted stock unit awards, including options over 167,328 shares at an exercise price of $66.97 expiring August 5, 2027.

Bio-Techne Corp CEO Kim Kelderman exercised stock options for 35,000 shares of common stock at an exercise price of $47.60 per share on 2026-07-28. He acquired these shares directly and had 28,686 shares of common stock withheld at $72.07 per share to pay the option exercise price or related tax liabilities. He continues to hold multiple stock option and restricted stock unit awards with various exercise prices, vesting dates and expirations.

Bio-Techne Corp SVP and General Counsel Shane Bohnen exercised stock options for 448 shares of common stock on 2026-07-23 at an exercise price of 47.6000 per share, converting an option on 448 shares into directly held stock. To satisfy the exercise price or related tax obligations, 344 shares of common stock were withheld at 71.7700 per share. He continues to hold multiple option and stock-unit awards, including stock options over 8,944 shares at a 66.9700 exercise price expiring 2027-08-05 and 3,460 shares at 120.4600 expiring 2028-08-06. The filing indicates these transactions were not made under a Rule 10b5-1 trading plan.