Vericel officer sells 4,855 pre-planned shares

Vericel Corp’s Principal Accounting Officer Jonathan Siegal reported open-market sales of company common stock.

Rhea-AI Filing Summary

Vericel Corp’s Principal Accounting Officer Jonathan Siegal reported open-market sales of company common stock. On May 6, 2026, he sold 3,433 shares at $38.00 per share. On May 7, 2026, he sold an additional 1,422 shares at $40.50 per share.

The Form 4 states these transactions were made under an automatic Rule 10b5-1 trading plan adopted on December 10, 2025, indicating they were pre-arranged. After these sales, Siegal directly holds 1,118 shares of Vericel common stock, some of which were acquired through the company’s 2015 Employee Stock Purchase Plan.

Insider Trade Summary 10b5-1

Net Seller: 4,855 shares

Net Sell 2 txns

Insider SIEGAL JONATHAN

Role Principal Accounting Officer

Sold 4,855 shs ($188K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,422	$40.50	$58K
Sale	Common Stock	3,433	$38.00	$130K

Holdings After Transaction: Common Stock — 1,118 shares (Direct)

Footnotes (2)

1. F1. 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 December 10, 2025.
2. F2. 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).

Key Figures

Shares sold May 6, 2026: 3,433 shares Price per share May 6, 2026: $38.00/share Shares sold May 7, 2026: 1,422 shares +4 more

7 metrics

Shares sold May 6, 2026 3,433 shares Open-market sale of Vericel common stock at $38.00

Price per share May 6, 2026 $38.00/share Sale price for 3,433 Vericel common shares

Shares sold May 7, 2026 1,422 shares Open-market sale of Vericel common stock at $40.50

Price per share May 7, 2026 $40.50/share Sale price for 1,422 Vericel common shares

Total shares sold 4,855 shares Aggregate of reported open-market sales in this Form 4

Shares held after transactions 1,118 shares Direct Vericel common stock holdings following sales

10b5-1 plan adoption date December 10, 2025 Date Jonathan Siegal adopted automatic trading plan

Key Terms

Rule 10b5-1 trading plan, open-market sale, Employee Stock Purchase Plan, Common Stock, +2 more

6 terms

Rule 10b5-1 trading plan regulatory

"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.

open-market sale financial

"transaction_action: "open-market sale" and description: "Sale in open market or private transaction""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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.

Common Stock financial

"security_title: "Common Stock" for each reported non-derivative transaction"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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.

Rule 16b-3(c) regulatory

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

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

FAQ

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

What insider transaction did Vericel (VCEL) report for Jonathan Siegal?

Vericel reported that Principal Accounting Officer Jonathan Siegal sold company shares. He executed open-market sales totaling 4,855 shares of Vericel common stock on May 6 and May 7, 2026, at prices of $38.00 and $40.50 per share, respectively, according to the Form 4.

How many Vericel (VCEL) shares did Jonathan Siegal sell and at what prices?

Jonathan Siegal sold 4,855 Vericel common shares in total. He sold 3,433 shares at $38.00 per share on May 6, 2026, and 1,422 shares at $40.50 per share on May 7, 2026, with both transactions classified as open-market sales.

How many Vericel (VCEL) shares does Jonathan Siegal hold after these sales?

After the reported transactions, Jonathan Siegal directly holds 1,118 Vericel shares. This post-transaction balance reflects his remaining ownership of Vericel common stock as disclosed in the Form 4, following the open-market sales reported for early May 2026.

Were Jonathan Siegal’s Vericel (VCEL) stock sales part of a 10b5-1 trading plan?

Yes. The filing states the sales were executed under a Rule 10b5-1 trading plan. The automatic plan was adopted by Jonathan Siegal on December 10, 2025, meaning the timing and size of the May 2026 transactions were pre-arranged rather than newly decided.

What type of Vericel (VCEL) security did Jonathan Siegal trade in this Form 4?

The transactions involved Vericel common stock. Both reported trades show sales of the issuer’s common stock in open-market transactions, with no derivative securities exercised or converted and no derivative positions remaining disclosed in this particular Form 4 filing.

Did the Form 4 mention how Jonathan Siegal acquired some of his Vericel (VCEL) shares?

Yes. A footnote notes some shares came from the 2015 Employee Stock Purchase Plan. It states that his holdings include shares acquired under Vericel’s 2015 Employee Stock Purchase Plan in transactions exempt under Rule 16b-3(d) and Rule 16b-3(c).

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

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Accepted by SEC EDGAR 05/08/2026 - 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^*

SIEGAL JONATHAN

(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)
	Principal Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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	05/06/2026		S		3,433	D(1)	$38	2,540(2)	D
Common Stock	05/07/2026		S		1,422	D(1)	$40.5	1,118(2)	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 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 December 10, 2025.

2. 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).

	/s/ Sean Flynn, as Attorney-in-Fact for Jonathan Siegal	05/08/2026
	** 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)