FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIPFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp [ TECH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/15/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | |||
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Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 57,561 | D |
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) | ||||
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (Right to Buy) | $31.26 | (1) | 08/09/2024 | Common Stock | 189,156 | 189,156 | D | ||||||||
Stock Options (Right to Buy) | $44.33 | (1) | 08/08/2025 | Common Stock | 72,264 | 72,264 | D | ||||||||
Stock Options (Right to Buy) | $44.33 | (1) | 08/08/2025 | Common Stock | 96,356 | 96,356 | D | ||||||||
Stock Options (Right to Buy) | $47.6 | (1) | 08/07/2026 | Common Stock | 79,744 | 79,744 | D | ||||||||
Stock Options (Right to Buy) | $47.6 | (1) | 08/07/2026 | Common Stock | 106,324 | 106,324 | D | ||||||||
Stock Options (Right to Buy) | $66.97 | (1) | 08/05/2027 | Common Stock | 57,440 | 57,440 | D | ||||||||
Stock Options (Right to Buy) | $66.97 | (1) | 08/05/2027 | Common Stock | 33,300 | 33,300 | D | ||||||||
Restricted Stock Units | (2) | (3) | (3) | Common Stock | 12,876 | 0 | D | ||||||||
Stock Options (Right to Buy) | $66.97 | (4) | 08/05/2027 | Common Stock | 76,588 | 76,588 | D | ||||||||
Restricted Stock Units | (2) | (5) | (5) | Common Stock | 7,780 | 7,780 | D | ||||||||
Stock Options (Right to Buy) | $120.46 | (5) | 08/06/2028 | Common Stock | 30,400 | 30,400 | D | ||||||||
Stock Options (Right to Buy) | $120.46 | (6) | 08/06/2028 | Common Stock | 40,536 | 40,536 | D | ||||||||
Restricted Stock Units | (2) | (7) | (7) | Common Stock | 10,912 | 10,912 | D | ||||||||
Stock Options (Right to Buy) | $94.52 | (7) | 08/15/2029 | Common Stock | 33,916 | 33,916 | D | ||||||||
Stock Options (Right to Buy) | $94.52 | (8) | 08/15/2029 | Common Stock | 45,220 | 45,220 | D | ||||||||
Restricted Stock Units | (2) | 08/15/2023 | A | 12,798 | (9) | (9) | Common Stock | 12,798 | $0 | 12,798 | D | ||||
Stock Options (Right to Buy) | $84.61 | 08/15/2023 | A | 34,442 | (9) | 08/15/2030 | Common Stock | 34,442 | $0 | 34,442 | D | ||||
Stock Options (Right to Buy) | $84.61 | 08/15/2023 | A | 45,923 | (10) | 08/15/2030 | Common Stock | 45,923 | $0 | 45,923 | D |
Explanation of Responses: |
1. Fully exercisable. |
2. Each restricted stock unit represents a contingent right to receive one share of Bio-Techne Corporation common stock. |
3. On 8/5/2023, the Board of Directors certified vesting of 12,876 performance RSUs. |
4. Options to purchase 57,440 shares are vested. Options to purchase 19,148 shares vest on 8/5/2024. |
5. Vests in full or in part on 8/6/2024 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
6. Options to purchase 20,268 shares are vested. Options to purchase 10,136 shares vest on 8/6/2024 and options to purchase 10,134 shares vest on 8/6/2025. |
7. Vests in full or in part on 8/15/2025 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
8. Options to purchase 11,304 shares vest on each of 8/15/2023, 8/15/2025 and 8/15/2026 and options to purchase 11,308 shares vest on 8/15/2024. |
9. Vests in full or in part on 8/15/2026 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
10. Options to purchase 11,481 shares vest on each of 8/15/2024, 8/15/2025 and 8/15/27, and options to purchase 11,480 shares vest on 8/15/2026. |
/s/ Andrew Nick, Attorney-in-Fact for James Hippel pursuant to Power of Attorney previously filed | 08/17/2023 | |
** 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. |