[Form 4] Vericel Corporation Insider Trading Activity

Rhea-AI Filing Summary

Kevin F. McLaughlin, a director of Vericel Corporation (VCEL), exercised 7,000 stock options at an exercise price of $2.76 and immediately sold 7,000 common shares at $35.92 on 08/06/2025 pursuant to a Rule 10b5-1 trading plan adopted March 11, 2024.

After these transactions the filing reports beneficial ownership of 15,100 common shares. The filing also states the options originally granted on May 4, 2016 represented the right to purchase 15,000 shares and shows 0 derivative securities beneficially owned following the reported transactions.

Positive

• Exercised 7,000 stock options at $2.76
• Sold 7,000 shares at $35.92 under a documented Rule 10b5-1 trading plan

Negative

• Reported beneficial ownership decreased to 15,100 common shares
• Form shows 0 derivative securities beneficially owned following reported transactions

Insights

Financial Analyst

TL;DR: Director exercised 7,000 options at $2.76 and sold 7,000 shares at $35.92 under a 10b5-1 plan; routine transaction with limited immediate market impact.

The report documents a contemporaneous option exercise and sale: 7,000 options were exercised at $2.76 and 7,000 shares were sold at $35.92, executed pursuant to an established Rule 10b5-1 plan. The director's reported beneficial ownership decreased to 15,100 shares. Such structured sales typically reflect pre-planned liquidity rather than opportunistic timing, and absent larger changes in ownership or additional disclosures, this filing is a routine insider liquidity event rather than a material corporate development.

Corporate Governance Expert

TL;DR: The transactions were processed under a documented 10b5-1 plan and relate to long-dated options granted in 2016; governance procedures appear followed.

The Form 4 discloses the use of a Rule 10b5-1 trading plan adopted March 11, 2024 for the sale, which the filing explicitly notes. The underlying options were granted May 4, 2016 and became exercisable over time. The filing shows no remaining derivative securities beneficially owned after the reported transactions. From a governance perspective, documentation of a pre-established plan and clear exercise details support transparency in insider disposition.

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^*

MCLAUGHLIN KEVIN F

(Last) (First) (Middle)

C/O VERICEL CORPORATION

64 SIDNEY STREET

(Street)

CAMBRIDGE MA 02139

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025

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	08/06/2025		M		7,000	A	$2.76	22,100	D
Common Stock	08/06/2025		S		7,000	D(1)	$35.92	15,100	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)	$2.76	08/06/2025		M		7,000		(2)	05/04/2026	Common Stock	7,000	$0	0	D

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 March 11, 2024.

2. These options, representing the right to purchase a total of 15,000 shares, were originally granted on May 4, 2016, and became exercisable in equal monthly installments over the course of one year, contingent upon continued service to the Company.

	/s/ Sean Flynn, as Attorney-in-Fact for Kevin McLaughlin	08/08/2025
	** 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.

FAQ

What insider activity did Vericel (VCEL) report on this Form 4?

The filing shows Director Kevin F. McLaughlin exercised 7,000 options at $2.76 and sold 7,000 shares at $35.92 on 08/06/2025.

Were the share sales by the VCEL insider part of a pre-established trading plan?

Yes. The sale of 7,000 shares was effected pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2024.

How many Vericel shares does the reporting person own after the transactions?

The Form 4 reports beneficial ownership of 15,100 common shares following the reported transactions.

What were the terms of the options exercised reported in the VCEL Form 4?

The exercised options had an exercise price of $2.76; the filing notes the options were originally granted on May 4, 2016 and represented the right to purchase 15,000 shares.

Does the filing show any derivative securities remaining after the transactions?

The Form 4 indicates 0 derivative securities beneficially owned following the reported transactions.