BioLife CEO De Greef's Entire Reported Stake Is Gone, But Repligen's Merger Closing Did It, Not Open-Market Sales
A filing shows performance shares vested at about 200% before the merger closed, then the CEO's holdings were withheld or converted.
BioLife Solutions CEO Roderick De Greef now reports zero shares of the company, according to an SEC filing dated Thursday covering Tuesday's transactions. The shares were not sold on the market: they were withheld for taxes or exchanged for Repligen cash and stock as Repligen's acquisition of BioLife closed.
What the filing shows
Four transaction lines carry Tuesday's date. Two are restricted stock awards of 225,670 and 237,460 shares that vested immediately before the merger took effect. Both vested at approximately 200% of the shares originally granted.
The filing says the payout rested on BioLife's total shareholder return against a group of peers. The earlier award covered January 1, 2025 through October 2, 2026, while the later one began January 1, 2026 and ended on the same October 2, 2026 date. Peers were chosen by the compensation committee with an outside consultant before the grants.
The filing also lists 364,872 shares withheld to cover taxes on the vesting, at $38.61 a share. Another 826,454 shares went back to the issuer as a disposition tied to the merger.
How the deal converted the shares
The merger agreement dated July 21, 2026 paid $11.25 in cash plus 0.1442 shares of Repligen common stock for every BioLife share. The 826,454 shares were disposed of on those terms, and the filing shows 0 shares remaining on that ownership line.
The other direct lines show 567,186, 804,646 and 439,774 shares remaining after the earlier steps, but the final disposition leaves none. In all, De Greef reported 463,130 shares in this set of transactions, valued at an estimated $17.9 million at current prices.
If you are reading this as insider selling, the filing codes say otherwise: grant or award, tax withholding and disposition to the issuer. Separately, De Greef's recent filings include one open-market sale of 100,000 shares at about $25.80, or $2.6 million, on November 11, 2025, from a sample of recent filings.
Where the stock stood
BioLife closed at $38.61 on Monday, up about 60% this year and within 5% of its 52-week high of $39.76, according to market data. The $38.61 tax-withholding price matches that close. Over the past 12 months the shares gained 45.2%.
The filing leaves De Greef with no BioLife shares on any reported line, with his new holdings in Repligen not covered in this document.
Sources
- Form 4 — Roderick De Greef (BLFS) — SEC EDGAR
