HARVARD BIOSCIENCE INC — Director's Dealing 2017

May 30, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARVARD BIOSCIENCE INC (HBIO)
CIK: 0001123494
Period of Report: 2017-05-25

Reporting Person: Gagnon Robert E. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-25	Common Stock	A	108696	$0.00	Acquired	365377	Direct
2017-05-25	Common Stock	A	108696	$0.00	Acquired	474073	Direct
2017-05-26	Common Stock	P	1000	$2.33	Acquired	475073	Direct

Footnotes

F1: Represents a deferred stock award of 108,696 restricted stock units which shall vest in full on May 25, 2019.

F2: Includes (a) a deferred stock award of 108,696 restricted stock units which shall vest in full on May 25, 2019; (b) a deferred stock award of 88,652 restricted stock units which shall vest in full on May 6, 2018; (c) a deferred stock award of 66,489 restricted stock units which shall vest in three equal installments on January 1, 2018, 2019 and 2020; (d) a deferred stock award of 13,250 restricted stock units which shall vest in two equal installments on January 1, 2018 and 2019; (e) a deferred stock award of 28,117 restricted stock units with performance based vesting conditions, which shall vest on August 3, 2018 contingent upon achievement of a performance condition tied to relative total shareholder return; and (f) 60,173 shares of common stock held by the Reporting Person.

F3: Represents a deferred stock award of 108,696 restricted stock units which shall vest in four equal installments on January 1, 2018, 2019, 2020 and 2021.

F4: Includes (a) a deferred stock award of 108,696 restricted stock units which shall vest in four equal installments on January 1, 2018, 2019, 2020 and 2021; (b) a deferred stock award of 108,696 restricted stock units which shall vest in full on May 25, 2019; (c) a deferred stock award of 88,652 restricted stock units which shall vest in full on May 6, 2018; (d) a deferred stock award of 66,489 restricted stock units which shall vest in three equal installments on January 1, 2018, 2019 and 2020; (e) a deferred stock award of 13,250 restricted stock units which shall vest in two equal installments on January 1, 2018 and 2019; (f) a deferred stock award of 28,117 restricted stock units with performance based vesting conditions, which shall vest on August 3, 2018 contingent upon achievement of a performance condition tied to relative total shareholder return; and (g) 60,173 shares of common stock held by the Reporting Person.

F5: This transaction was executed in multiple trades at prices ranging from $2.33 to $2.34. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F6: Includes (a) a deferred stock award of 108,696 restricted stock units which shall vest in four equal installments on January 1, 2018, 2019, 2020 and 2021; (b) a deferred stock award of 108,696 restricted stock units which shall vest in full on May 25, 2019; (c) a deferred stock award of 88,652 restricted stock units which shall vest in full on May 6, 2018; (d) a deferred stock award of 66,489 restricted stock units which shall vest in three equal installments on January 1, 2018, 2019 and 2020; (e) a deferred stock award of 13,250 restricted stock units which shall vest in two equal installments on January 1, 2018 and 2019; (f) a deferred stock award of 28,117 restricted stock units with performance based vesting conditions, which shall vest on August 3, 2018 contingent upon achievement of a performance condition tied to relative total shareholder return; and (g) 61,173 shares of common stock held by the Reporting Person.