Statement of Changes in Beneficial Ownership (4)
August 17 2022 - 5:23PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Kummeth Charles R. |
2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp
[
TECH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer |
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(Last)
(First)
(Middle)
614 MCKINLEY PLACE NE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/15/2022 |
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(Street)
MINNEAPOLIS, MN 55413
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | | | | | | | | 240403 (1) | D | |
| Common Stock | | | | | | | | 100 | I | By Step-Son |
| Common Stock | | | | | | | | 100 | I | By Step-Daughter |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Options (Right to Buy) | $106.5900 | | | | | | | (2) | 8/18/2023 | Common Stock | 256010 | | 256010 | D | |
| Stock Options (Right to Buy) | $125.0500 | | | | | | | (2) | 8/9/2024 | Common Stock | 194771 | | 194771 | D | |
| Stock Options (Right to Buy) | $177.3200 | | | | | | | (2) | 8/8/2025 | Common Stock | 90334 | | 90334 | D | |
| Stock Options (Right to Buy) | $177.3200 | | | | | | | (2) | 8/8/2025 | Common Stock | 60222 | | 60222 | D | |
| Stock Options (Right to Buy) | $190.4100 | | | | | | | (2) | 8/7/2026 | Common Stock | 85725 | | 85725 | D | |
| Restricted Stock Units | (3) | 8/15/2022 | | A | | 13225 | | (4) | (4) | Common Stock | 13225 | $0 | 13225 | D | |
| Stock Options (Right to Buy) | $378.08 | 8/15/2022 | | A | | 300000 | | (5) | 8/15/2029 | Common Stock | 300000 | $0 | 300000 | D | |
| Stock Options (Right to Buy) | $190.4100 | | | | | | | (6) | 8/7/2026 | Common Stock | 57150 | | 57150 | D | |
| Restricted Stock Units | (3) | | | | | | | (7) | (7) | Common Stock | 12879 | | 12879 | D | |
| Stock Options (Right to Buy) | $267.8700 | | | | | | | (7) | 8/5/2027 | Common Stock | 57442 | | 57442 | D | |
| Stock Options (Right to Buy) | $267.8700 | | | | | | | (8) | 8/5/2027 | Common Stock | 38295 | | 38295 | D | |
| Stock Options (Right to Buy) | $267.8700 | | | | | | | (9) | 8/5/2027 | Common Stock | 16650 | | 16650 | D | |
| Stock Options (Right to Buy) | $267.8700 | | | | | | | (10) | 8/5/2027 | Common Stock | 16650 | | 16650 | D | |
| Restricted Stock Units | (3) | | | | | | | (11) | (11) | Common Stock | 8016 | | 8016 | D | |
| Stock Options (Right to Buy) | $481.8200 | | | | | | | (11) | 8/6/2028 | Common Stock | 31315 | | 31315 | D | |
| Stock Options (Right to Buy) | $481.8200 | | | | | | | (12) | 8/6/2028 | Common Stock | 20876 | | 20876 | D | |
| Explanation of Responses: |
| (1) | Includes (i) 2,862 shares of restricted stock for which the risk of forfeiture will lapse on August 5, 2023; and (ii) 3,562 shares of restricted stock for which the risk of forfeiture will lapse as to 1,782 shares on each of August 6, 2023 and August 6, 2024. |
| (2) | Fully exercisable. |
| (3) | Each restricted stock unit represents a contingent right to receive one share of Bio-Techne common stock. |
| (4) | 4,408 shares vest on each of 8/15/2023 and 8/15/2025, and 4,409 shares vest on 8/15/2024. |
| (5) | 150,000 options vest in full or in part on 7/1/2023 if certain performance goals are achieved (or such later date as performance is certified by the Administrator), and 150,000 options vest in full or in part on 7/1/2024 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
| (6) | Options to purchase 14,288 shares vest on each of 8/7/2020 and 8/7/2021 and options to purchase 14,287 shares vest on each of 8/7/2022 and 8/7/2023. |
| (7) | Vests in full or in part on 8/5/2023 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
| (8) | Options to purchase 9,573 shares vest on 8/5/21 and options to purchase 9,574 shares vest on each of 8/5/22, 8/5/23 and 8/5/24. |
| (9) | Vests in full on the date performance of certain product revenue goals during the period of fiscal 2021-2023 is certified by the Administrator, in no event earlier than 8/5/2021. |
| (10) | Options to purchase 5,550 shares vest on each of 8/5/21, 8/5/22 and 8/5/23. |
| (11) | Vests in full or in part on 8/6/2024 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
| (12) | Options to purchase 5,219 shares vest on each of 8/6/2022, 8/6/2023, 8/6/2024 and 8/6/2025. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Kummeth Charles R.
614 MCKINLEY PLACE NE
MINNEAPOLIS, MN 55413 | X |
| Chief Executive Officer |
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Signatures
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| /s/ Brenda S. Furlow, Attorney-in-Fact | | 8/17/2022 |
| **Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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