Vericel CMO exercises options, sells 3,472 shares

Vericel Corp Chief Medical Officer Jonathan Mark Hopper exercised and sold a small block of shares in a pre-planned transaction.

Rhea-AI Filing Summary

Vericel Corp Chief Medical Officer Jonathan Mark Hopper exercised and sold a small block of shares in a pre-planned transaction. On April 2, 2026 he exercised stock options for 3,472 shares of common stock at $10.95 per share and sold the same 3,472 shares at $35.00 per share under an automatic Rule 10b5-1 trading plan. After these transactions, he directly holds 75,556 Vericel common shares and 9,132 stock options that are exercisable at $10.95 per share and expire on August 20, 2028.

Insider Trade Summary 10b5-1

Exercise and Sale: 3,472 shares ($84K approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Hopper Jonathan Mark

Role Chief Medical Officer

Sold 3,472 shs ($122K)

Approx. gross sale proceeds $122K

Approx. exercise cost $38K

Approx. pre-tax spread $84K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	3,472	$0.00	$0.00
Exercise	Common Stock	3,472	$10.95	$38K
Sale	Common Stock	3,472	$35.00	$122K

Holdings After Transaction: Stock Option (Right to Buy) — 9,132 contracts (Direct); Common Stock — 75,556 shares (Direct)

Footnotes (3)

1. F1. These shares include shares acquired pursuant to the Issuer's 2015 Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c).
2. F2. The sales reported in this Form 4 were effected by an automatic sale pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 30, 2025.
3. F3. These options, representing the right to purchase 135,000 shares, became exercisable on August 20, 2019, the first anniversary of the date of grant, with 25% vesting and the remaining 75% vesting in equal quarterly installments over three years thereafter, contingent upon continued service to the Company.

Key Figures

Shares sold: 3,472 shares Options exercised: 3,472 shares at $10.95/share Common shares held after: 75,556 shares +2 more

5 metrics

Shares sold 3,472 shares Open-market sale of Vericel common stock on April 2, 2026 at $35.00

Options exercised 3,472 shares at $10.95/share Stock options exercised into Vericel common stock on April 2, 2026

Common shares held after 75,556 shares Direct Vericel common stock ownership following April 2, 2026 transactions

Stock options remaining 9,132 options at $10.95 Direct option holdings after transactions; options expire on August 20, 2028

Original option grant size 135,000 shares Stock options grant described in footnote with vesting over four years

Key Terms

Rule 10b5-1 trading plan, Employee Stock Purchase Plan, Rule 16b-3(d), Stock Option (Right to Buy), +1 more

5 terms

Rule 10b5-1 trading plan financial

"The sales reported in this Form 4 were effected by an automatic sale pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Employee Stock Purchase Plan financial

"These shares include shares acquired pursuant to the Issuer's 2015 Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16b-3(d) regulatory

"transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c)"

Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

Stock Option (Right to Buy) financial

"Stock Option (Right to Buy) as the derivative security title"

exercise or conversion of derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

FAQ

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

What insider transaction did Vericel (VCEL) report for its Chief Medical Officer?

Vericel’s Chief Medical Officer, Jonathan Mark Hopper, exercised options for 3,472 common shares at $10.95, then sold 3,472 shares at $35.00 on April 2, 2026. This was an exercise-and-sell sequence involving a relatively small portion of his overall holdings.

Was the Vericel (VCEL) insider stock sale pre-planned under Rule 10b5-1?

Yes. The sales on April 2, 2026 were executed automatically under a Rule 10b5-1 trading plan adopted by Jonathan Mark Hopper on May 30, 2025. Such plans schedule trades in advance, reducing the significance of short-term market timing in these transactions.

How many Vericel (VCEL) shares does the CMO hold after the reported transactions?

After exercising options and selling 3,472 shares, Jonathan Mark Hopper directly holds 75,556 Vericel common shares. He also holds 9,132 stock options with a $10.95 exercise price, providing additional potential equity exposure beyond his current common share ownership position.

What were the option terms in the Vericel (VCEL) CMO’s Form 4 filing?

The reported stock options have an exercise price of $10.95 per share and expire on August 20, 2028. Footnotes state the original grant covered 135,000 shares, vesting 25% after one year and the remaining 75% in equal quarterly installments over three years.

How many Vericel (VCEL) shares did the CMO sell, and at what price?

Jonathan Mark Hopper sold 3,472 Vericel common shares at $35.00 per share on April 2, 2026. These shares were acquired the same day through an option exercise at $10.95 per share, making the overall transaction an exercise-and-immediate-sale pattern.

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

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Accepted by SEC EDGAR 04/06/2026 - 04:05 PM EDT 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^*

Hopper Jonathan Mark

(Last) (First) (Middle)

64 SIDNEY STREET

(Street)

CAMBRIDGE MASSACHUSETTS 02139

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vericel Corp [ VCEL ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026

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	04/02/2026		M		3,472	A	$10.95	79,028(1)	D
Common Stock	04/02/2026		S		3,472	D(2)	$35	75,556(1)	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
Stock Option (Right to Buy)	$10.95	04/02/2026		M		3,472		(3)	08/20/2028	Common Stock	3,472	$0	9,132	D

Explanation of Responses:

1. These shares include shares acquired pursuant to the Issuer's 2015 Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c).

2. The sales reported in this Form 4 were effected by an automatic sale pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 30, 2025.

3. These options, representing the right to purchase 135,000 shares, became exercisable on August 20, 2019, the first anniversary of the date of grant, with 25% vesting and the remaining 75% vesting in equal quarterly installments over three years thereafter, contingent upon continued service to the Company.

	/s/ Sean Flynn, as Attorney-in-Fact for Jonathan Hopper	04/06/2026
	** 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)