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
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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).
1. Name and Address of Reporting Person*
Furlow Brenda S.

(Last) (First) (Middle)
614 MCKINLEY PL N E

(Street)
MINNEAPOLIS MN 55413

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp [ TECH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP - GENERAL COUNSEL
3. Date of Earliest Transaction (Month/Day/Year)
12/07/2022
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 12/07/2022 M 800 A $31.2625 26,892 D
Common Stock 12/07/2022 S 800 D $82.0063 26,092 D
Common Stock 12/08/2022 M 7,450 A $31.2625 33,542 D
Common Stock 12/08/2022 S 7,450 D $82.1222(1) 26,092 D
Common Stock 5,320 I By Trust #1
Common Stock 5,320 I By Trust #2
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 Options (Right to Buy) $31.2625 12/07/2022 M 800 (2) 08/09/2024 Common Stock 800 $0 37,212 D
Stock Options (Right to Buy) $31.2625 12/08/2022 M 7,450 (2) 08/09/2024 Common Stock 7,450 $0 29,762 D
Stock Options (Right to Buy) $44.33 (2) 08/08/2025 Common Stock 66,248 66,248 D
Stock Options (Right to Buy) $47.6025 (2) 08/07/2026 Common Stock 39,872 39,872 D
Stock Options (Right to Buy) $47.6025 (3) 08/07/2026 Common Stock 53,160 53,160 D
Restricted Stock Units (4) (5) (5) Common Stock 6,716 6,716 D
Stock Options (Right to Buy) $66.9675 (5) 08/05/2027 Common Stock 29,968 29,968 D
Stock Options (Right to Buy) $66.9675 (6) 08/05/2027 Common Stock 39,960 39,960 D
Stock Options (Right to Buy) $66.9675 (7) 08/05/2027 Common Stock $33,300 $33,300 D
Stock Options (Right to Buy) $66.9675 (8) 08/05/2027 Common Stock 33,300 33,300 D
Stock Options (Right to Buy) $93.11 08/31/2022 03/01/2028 Common Stock 43,988 43,988 D
Restricted Stock Units (4) (9) (9) Common Stock 4,668 4,668 D
Stock Options (Right to Buy) $120.455 (9) 08/06/2028 Common Stock 18,240 18,240 D
Stock Options (Right to Buy) $120.455 (10) 08/06/2028 Common Stock 24,320 24,320 D
Stock Options (Right to Buy) $94.52 (11) 08/15/2029 Common Stock 24,664 24,664 D
Restricted Stock Units (4) (12) (12) Common Stock 7,936 7,936 D
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from 82.0000 to 82.4900, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. Fully exercisable.
3. Options to purchase13,292 shares vest on each of 8/7/2020 and 8/7/2021 and options to purchase 13,288 shares vest on each of 8/7/2022 and 8/7/2023.
4. Each restricted stock unit represents a contingent right to receive one share of Bio-Techne common stock.
5. Vests in full or in part on 8/5/2023 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
6. Options to purchase 9,992 shares vest on each of 8/5/2021 and 8/5/2022 and options to purchase 9,988 shares vest on each of 8/5/2023 and 8/5/2024.
7. Vests in full on the date performance of certain product revenue goals during the period of fiscal 2021-2023 is certified by the Administrator, in no event earlier than 8/5/2021.
8. Options to purchase 11,100 shares vest on each of 8/5/2021, 8/5/2022 and 8/5/2023.
9. 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).
10. Options to purchase 6,080 shares vest on each of 8/6/2022, 8/6/2023, 8/6/2024 and 8/6/2025.
11. Options to purchase 6,168 shares vest on each of 8/15/2023 and 8/15/2025 and options to purchase 6,164 shares vest on 8/15/2024 and 8/15/2026.
12. 2,644 shares vest on each of 8/15/2023 and 8/15/2025, and 2,648 shares vest on 8/15/2024.
Remarks:
On November 28, 2022, the Company completed a four-for-one stock split. All common stock amounts and exercise prices in the filing relating to securities acquired prior to November 28, 2022 have been adjusted to reflect the four-for-one stock split.
/s/ Andrew Nick as Attorney-in-Fact for Brenda S. Furlow pursuant to Power of Attorney previously filed 12/09/2022
** 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).
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