Vericel Corp — Director's Dealing 2024

May 3, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vericel Corp (VCEL)
CIK: 0000887359
Period of Report: 2024-05-01

Reporting Person: Wotton Paul K (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-05-01	Common Stock	M	3200	—	Acquired	30002	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-05-01	Restricted Stock Unit	$	M	3200	Acquired		Common Stock (3200)	Direct
2024-05-01	Stock Option (Right to Buy)	$47.08	A	8000	Acquired	2034-05-01	Common Stock (8000)	Direct
2024-05-01	Restricted Stock Unit	$	A	3200	Acquired		Common Stock (3200)	Direct

Footnotes

F1: The Restricted Stock Units (RSUs) converted to phantom stock units and are deferred under the Vericel Corporation Deferred Compensation Plan. The units will be payable only in shares of Common Stock upon the Reporting Person's elected Benefit Distribution Date.

F2: Upon the vesting of RSUs granted to the Reporting Person on May 3, 2023, the Reporting Person deferred the receipt of 3,200 shares of Common Stock and instead received 3,200 shares of Phantom Stock pursuant to the Vericel Corporation Deferred Compensation Plan.

F3: Each RSU represents a contingent right to receive one share of common stock of Vericel Corporation.

F4: These RSUs vest 100% on the earlier of May 3, 2024, or the date of the first Annual Meeting of Stockholders following May 3, 2023.

F5: No expiration date for this type of award.

F6: The option vests over a 1-year period, in equal monthly increments, contingent upon continued service to the Company.

F7: These RSUs vest 100% on the earlier of May 1, 2025, or the date of the first Annual Meeting of Stockholders following May 1, 2024.