Lindsey Marie Hartley - 12 May 2025 Form 3 Insider Report for Axogen, Inc. (AXGN)

Role: CFO
Signature: /s/ Lindsey Hartley
Issuer symbol: AXGN
Transactions as of: 12 May 2025
Net transactions value: $0
Form type: 3
Filing time: 16 May 2025, 18:47:22 UTC
Next filing: 10 Dec 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Hartley Lindsey Marie	CFO	13631 PROGRESS BLVD., SUITE 400, ALACHUA	/s/ Lindsey Hartley	16 May 2025	0002068693

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	AXGN	Common Stock						20,763	12 May 2025	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	AXGN	Restricted Stock Units							12 May 2025	Common Stock	5,000	$0.000000	Direct	F1, F2
holding	AXGN	Employee Stock Option (right to purchase)							12 May 2025	Common Stock	20,000	$15.22	Direct	F3
holding	AXGN	Restricted Stock Units							12 May 2025	Common Stock	8,000	$0.000000	Direct	F2, F4
holding	AXGN	Restricted Stock Units							12 May 2025	Common Stock	35,000	$0.000000	Direct	F2, F5
holding	AXGN	Restricted Stock Units							12 May 2025	Common Stock	12,000	$0.000000	Direct	F2, F6
holding	AXGN	Employee Stock Option (right to purchase)							12 May 2025	Common Stock	23,700	$8.27	Direct	F7
holding	AXGN	Employee Stock Option (right to purchase)							12 May 2025	Common Stock	7,500	$8.20	Direct	F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on March 16, 2026 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on March 16, 2024 (24 months from the grant date) and an additional 25% of the aggregate shares vested or will vest each 12 months thereafter. Vested shares will be delivered to the reporting person upon the vesting date.
F2	Each restricted stock unit represents a contingent right to receive one share of Axogen, Inc. common stock.
F3	All shares of Axogen, Inc. common stock underlying the employee stock option will be fully vested on November 1, 2025 (4 years from the option grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on November 1, 2023 (24 months from the option grant date) and an additional 12.5% of the aggregate shares vested or will vest each 6 months thereafter.
F4	Shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on March 16, 2027 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on March 16, 2025 (24 months from the grant date) and an additional 25% of the aggregate shares vest each 12 months thereafter. Vested shares will be delivered to the reporting person upon the vesting date.
F5	All shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on February 22, 2028 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vest on March 16, 2026 (24 months from the grant date) and an additional 25% of the aggregate shares vest each 12 months thereafter. Vested shares will be delivered to the reporting person upon the vesting date.
F6	All shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on March 25, 2029 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vest on March 25, 2027 (24 months from the grant date) and an additional 25% of the aggregate shares vest each 12 months thereafter. Vested shares will be delivered to the reporting person upon the vesting date.
F7	All shares of Axogen, Inc. common stock underlying the employee stock option will be fully vested on March 16, 2027 (4 years from the option grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on March 16, 2025 (24 months from the option grant date) and an additional 12.5% of the aggregate shares vest each 6 months thereafter.
F8	All shares of Axogen, Inc. common stock underlying the employee stock option will be fully vested on March 16, 2026 (4 years from the option grant date) based upon a vesting schedule whereby 50% of the aggregate shares vested on March 16, 2024 (24 months from the option grant date) and an additional 12.5% of the aggregate shares have vested or will vest each 6 months thereafter.