Axogen, Inc. — Director's Dealing 2014

Dec 31, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AxoGen, Inc. (AXGN)
CIK: 0000805928
Period of Report: 2014-12-29

Reporting Person: Freitag Gregory Gene (Director, General Counsel)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-29	Employee Stock Option (right to buy)	$3.67	A	27000	Acquired	2021-12-29	Common Stock (27000)	Direct
2014-12-29	Employee Stock Option (right to buy)	$3.67	A	33000	Acquired	2021-12-29	Common Stock (33000)	Direct

Footnotes

F1: All shares pursuant to the employee stock option will be fully vested on December 29, 2018 (4 years from the option grant date) based upon a vesting schedule whereby 25% of the aggregate shares vest on December 29, 2015 (12 months from the option grant date) and an additional 12.5% of the aggregate shares each 6 months thereafter.

F2: All shares pursuant to the special refinancing bonus employee option will be fully vested on December 29, 2015 (12 months from the option grant date) based upon a vesting schedule whereby 50% of the aggregate shares vest on May 29, 2015 (6 months from the option grant date) and the remaining 50% of the aggregate shares 6 months thereafter.