Bio-Techne Executive Shane Bohnen Reports Significant Stock Transactions and Expanded Holdings

Executive Equity Transactions and Ownership Changes

Shane Bohnen's disclosure documents two distinct non-derivative securities transactions completed on July 23, 2026. In the first transaction, coded as "M" (likely representing a routine equity purchase or exercise-related acquisition), Bohnen acquired 448 shares of Bio-Techne common stock at a price of $47.60 per share. Subsequently, the same day, Bohnen disposed of 344 shares at $71.77 per share, coded as "F" in the filing. These back-to-back transactions resulted in a net increase to his direct beneficial ownership position in the company.

Following completion of these transactions, Bohnen's direct beneficial ownership of Bio-Techne common stock stood at 7,697 shares. The filing indicates all non-derivative securities were held in direct ownership form, meaning Bohnen holds them in his own name rather than through intermediary entities or trusts. This level of direct ownership by a Senior Vice President and General Counsel indicates material personal financial interest in the company's performance and governance decisions.

Extensive Derivative Securities Holdings and Vesting Schedules

Beyond his common stock position, Bohnen maintains a substantial portfolio of derivative securities, reflecting competitive compensation practices at Bio-Techne for senior executive officers. The filing discloses multiple classes of derivative instruments, including stock options with exercise prices ranging from $47.60 to $120.46 per share, restricted stock units with no specified exercise price, and performance-based restricted stock units and options contingent on achievement of performance goals. These derivative holdings collectively represent potential future economic interests in the company contingent on vesting schedules and, in some cases, performance metrics.

The vesting schedules attached to Bohnen's derivative securities span multiple years, with earliest vesting dates beginning August 7, 2026, and extending through August 15, 2035. Stock options with exercise price $47.60 are noted as "fully exercisable" with vesting complete by August 7, 2026. Other option grants include multi-year vesting tranches; for example, options at $94.52 per share vest in four equal installments between August 15, 2024, and August 15, 2026. Performance-restricted stock units and performance stock options include contingency language indicating vesting is conditioned upon achievement of unspecified performance goals, with vesting to be certified by the administrator on or after specified target dates.

Stock Option Grants Across Multiple Vintages and Price Points

The derivative securities table reveals Bohnen holds stock option grants from multiple vintage years, each representing different economic commitments. A grant with $47.60 exercise price encompasses 448 shares, while options at $66.97 cover 8,944 shares with August 5, 2027 expiration. Higher-priced options include 3,460 shares at $120.46 exercise price and 3,508 shares at $94.52. The filing also documents options at $73.76, $84.61, $74.91, and $53.60, with underlying share amounts ranging from 3,338 to 17,897 shares depending on the grant vintage and vesting schedule.

The variety of exercise prices across Bohnen's option portfolio suggests grants issued in different fiscal periods, likely tied to annual equity compensation cycles or promotion-related grants. Options exercisable at lower strike prices, such as $47.60 and $53.60, may represent relatively recent in-the-money positions depending on current market conditions, while higher-priced options at $120.46 would require stock price appreciation to achieve intrinsic value. This diversification across strike prices and vesting schedules is typical for long-tenured executives and may reflect staggered compensation strategies designed to align executive interests with shareholder value creation over extended time horizons.

Restricted Stock Unit Awards with Tiered Vesting Provisions

Bohnen's compensation structure includes multiple tranches of restricted stock units (RSUs), which represent contingent rights to receive one share of Bio-Techne common stock upon vesting. The filing discloses several RSU grants with distinct vesting timelines. One grant includes 49 RSUs vesting on August 15, 2026, a near-term vesting tranche. Another RSU grant involves 3,338 shares with 1,669 shares vesting on each of August 15, 2026, and August 15, 2027, creating a two-year vesting window. A third RSU tranche totals 6,996 shares vesting in three equal portions of 2,332 shares each on August 15 of 2026, 2027, and 2028.

The tiered vesting structure for RSUs provides Bohnen with incremental equity realization over time, aligning retention incentives with multi-year employment continuity. Unlike options, RSUs carry no exercise price requirement; they deliver equity value directly upon vesting based on the share price at vesting date. This structure, combined with the various option grants, creates a comprehensive long-term incentive program typical for senior officers in biotechnology and life sciences companies, where multi-year vesting schedules are standard practice to promote executive retention and long-term strategic alignment.

Performance-Contingent Equity Awards

Bohnen's equity portfolio includes performance-based awards, both in restricted stock unit and stock option form, which vest contingent upon achievement of unspecified performance goals. The filing discloses performance-restricted stock units totaling 4,802 shares, vesting conditioned on performance goals being met by or on August 15, 2026. An additional performance RSU grant involves 10,012 shares vesting on or after August 15, 2027, and a third performance RSU tranche comprises 13,992 shares vesting on or after August 15, 2028, all contingent on achievement of performance milestones.

Beyond performance RSUs, Bohnen holds performance stock options representing the right to purchase 12,924 shares, with performance vesting conditions and expiration on or after August 15, 2026. The filing notes these awards "vest in full or in part" if performance goals are achieved "or such later date as performance is certified by the Administrator." This conditional structure allows Bio-Techne's compensation committee flexibility to assess executive performance and adjust vesting realization accordingly. Performance-based equity is increasingly common in executive compensation plans as a mechanism to tie compensation outcomes directly to company-specific or individual strategic objectives, distinguishing this portion of Bohnen's holdings from time-based vesting grants.

Timing and Execution of Recent Transactions

The disclosed transactions were executed on July 23, 2026, a Wednesday, and the Form 4 filing was submitted on July 27, 2026, the following Sunday. This four-business-day filing window is consistent with SEC Rule 16(a)-3 requirements, which generally require Form 4 filings within two business days of transaction execution. The transaction codes "M" and "F" associated with Bohnen's stock transactions suggest specific categories of equity activity; transaction code "M" typically represents acquisitions or purchases, while code "F" typically indicates dispositions or sales of securities.

The filing was executed on Bohnen's behalf by Andrew Nick, who is identified as attorney-in-fact pursuant to a previously filed power of attorney. This delegation of signature authority is common for Form 4 filings by busy executives and does not imply any delegated decision-making authority regarding the underlying transactions themselves. The transactions appear to be routine equity movements typical of active executive compensation management, involving reinvestment of proceeds or routine equity compensation activities rather than significant discretionary trading decisions.

Beneficial Ownership Position and Section 16 Status

As a Senior Vice President and General Counsel, Shane Bohnen is a reporting person subject to Section 16 of the Securities Exchange Act of 1934, requiring disclosure of changes in beneficial ownership. The filing confirms Bohnen is not a director and does not hold a 10% ownership position in Bio-Techne, but his officer status alone triggers Form 4 reporting obligations. His total direct beneficial ownership of 7,697 shares, combined with derivative holdings potentially representing tens of thousands of additional shares upon full vesting and exercise, reflects meaningful personal economic exposure to Bio-Techne's equity performance.

The distinction between direct and indirect beneficial ownership is noted in the filing; all securities disclosed are held in direct ownership form with no indirect interests through trusts, family members, or other entities disclosed in this particular Form 4. Investors monitoring insider ownership patterns may track whether Bohnen's ownership stake increases or decreases over time, as changes in executive beneficial ownership are sometimes viewed as signals regarding insider confidence in the company's prospects, though such trading activity can result from diverse factors including compensation realization, diversification decisions, or exercise of pre-planned equity compensation programs.

Derivative Holdings and Aggregate Economic Exposure

Tallying Bohnen's complete derivative securities position reveals substantial aggregate economic exposure to Bio-Techne's stock price performance. Stock options across all vintages and exercise prices encompass approximately 76,261 shares of underlying common stock. Restricted stock units total approximately 30,693 shares. Performance-based awards (both RSUs and options combined) involve an additional 41,530 shares of potential underlying common stock. When aggregated with his 7,697 shares of directly-held common stock, Bohnen's total beneficial ownership interest, including all derivative securities at full vesting and exercise, would approach or exceed 155,000 share-equivalents depending on vesting outcomes and exercise decisions.

This substantial derivative holdings position is characteristic of senior executive compensation arrangements at publicly-traded life sciences companies, where long-term incentive equity grants represent a significant portion of total compensation value. The multiple vintages, exercise prices, and vesting schedules create a continuously evolving portfolio of interests, with tranches of options and RSUs becoming economically relevant as vesting dates arrive and stock prices fluctuate. For shareholders and analysts, the size and diversity of insider derivative holdings can provide insight into the executive compensation philosophy of the board of directors and whether incentive design encourages alignment between executive interests and shareholder value creation.

Form 4 Disclosure Accuracy and Certification

The Form 4 filing includes standard certification language reminding signatories that intentional misstatements or omissions of facts constitute federal criminal violations under 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). This legal warning underscores the seriousness with which securities regulations treat insider trading disclosures. The filing also notes that persons responding to the collection of information must provide a valid OMB number, with OMB Number 3235-0287 displayed for this form. The estimated average burden of completing a Form 4 is stated as 0.5 hours per response, though complex insider holdings may require longer preparation times.

All information presented in the Form 4 is sourced directly from the SEC EDGAR filing database and reflects only those transactions and holdings disclosed by or on behalf of Shane Bohnen as of the filing date of July 27, 2026. The filing does not include information regarding Bohnen's personal trading plans, investment strategies, or reasons for executing the disclosed transactions. Form 4 filings are public documents available through the SEC EDGAR system and form part of the public record regarding insider ownership and transactions at NASDAQ-listed companies.