Axogen, Inc. — Director's Dealing 2025

Mar 19, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Axogen, Inc. (AXGN)
CIK: 0000805928
Period of Report: 2025-03-16

Reporting Person: DeVinney Erick Wayne (Chief Innovation Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-03-16	Common Stock	M	2950	—	Acquired	203361	Direct
2025-03-16	Common Stock	M	6362	—	Acquired	209723	Direct
2025-03-16	Common Stock	M	23150	—	Acquired	232873	Direct
2025-03-19	Common Stock	S	15111	$17.50	Disposed	217762	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-03-16	Restricted Stock Units	$	M	2950	Disposed		Common Stock (2950)	Direct
2025-03-16	Restricted Stock Units	$	M	6362	Disposed		Common Stock (6362)	Direct
2025-03-16	Restricted Stock Units	$	M	23150	Disposed		Common Stock (23150)	Direct

Footnotes

F1: This reflects the number of restricted stock units that became vested as of March 16, 2025.

F2: Represents the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units on March 16, 2025. This sale does not represent a discretionary trade by the Reporting Person.

F3: The reported price in Column 4 is a weighted average sale price. These shares were sold on March 19, 2025 in multiple transactions at $17.50 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F4: Each restricted stock unit represents a contingent right to receive one share of Axogen, Inc. common stock.

F5: All shares of Axogen Inc. common stock underlying the restricted stock units will be fully vested on March 16, 2025 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregate shares vest on March 16, 2023, 25% of the aggregate shares vest on March 16, 2024, and 25% of the aggregate shares vest on March 16, 2025. 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 16, 2026 (4 years from the grant date) based upon a vesting schedule whereby 50% of the aggregateshares vest on March 16, 2024 (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 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 aggregateshares vest 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.