Statement of Changes in Beneficial Ownership (4)
July 13 2020 - 4:03PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Furlow Brenda S. |
2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp
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TECH
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP - General Counsel |
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(Last)
(First)
(Middle)
614 MCKINLEY PLACE NE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/9/2020 |
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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 | 7/9/2020 | | M | | 9079.00 | A | $108.49 | 13390.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 440.00 | D | $270.9659 (2) | 12950.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 505.00 | D | $272.4778 (3) | 12445.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 2042.00 | D | $273.3317 (4) | 10403.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 918.00 | D | $274.8048 (5) | 9485.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 400.00 | D | $276.025 (6) | 9085.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 1954.00 | D | $277.2836 (7) | 7131.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 2746.00 | D | $278.061 (8) | 4385.00 | D | |
| Common Stock | 7/9/2020 | | S(1) | | 74.00 | D | $278.84 | 4311.00 | D | |
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 Option (Right to Buy) | $108.49 | 7/9/2020 | | M | | | 9079.00 | (9) | 8/7/2022 | Common Stock | 9079.00 | $0.00 | 921.00 | D | |
| Restricted Stock Units | (10) | | | | | | | (11) | (11) | Common Stock | 1724.00 | | 1724.00 | D | |
| Restricted Stock Units | (10) | | | | | | | (12) | (12) | Common Stock | 1969.00 | | 1969.00 | D | |
| Restricted Stock Units | (10) | | | | | | | (13) | (13) | Common Stock | 1374.00 | | 1374.00 | D | |
| Stock Option (Right to Buy) | $106.59 | | | | | | | (14) | 8/18/2023 | Common Stock | 10857.00 | | 10857.00 | D | |
| Stock Options (Right to Buy) | $190.41 | | | | | | | (15) | 8/7/2026 | Common Stock | 13290.00 | | 13290.00 | D | |
| Stock Options (Right to Buy) | $177.32 | | | | | | | (16) | 8/8/2025 | Common Stock | 9786.00 | | 9786.00 | D | |
| Stock Options (Right to buy) | $177.32 | | | | | | | (13) | 8/8/2025 | Common Stock | 7339.00 | | 7339.00 | D | |
| Stock Options (Right to Buy) | $125.05 | | | | | | | (17) | 8/9/2024 | Common Stock | 12670.00 | | 12670.00 | D | |
| Stock Options (Right to buy) | $125.05 | | | | | | | (11) | 8/9/2024 | Common Stock | 9503.00 | | 9503.00 | D | |
| Stock Options (Right to Buy) | $106.59 | | | | | | | (18) | 8/18/2023 | Common Stock | 14476.00 | | 14476.00 | D | |
| Explanation of Responses: |
| (1) | The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 9, 2020. |
| (2) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $270.6400 to $271.5000, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $271.8500 to $272.8300, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $272.8500 to $273.7900, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $274.3100 to $275.2100, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (6) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $275.4000 to $276.3500, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (7) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $276.6500 to $277.6200, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (8) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $277.7700 to $278.6600, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (9) | Vests 2,500 share(s) on 07-Aug-2016, 2,500 share(s) on 07-Aug-2017, 2,500 share(s) on 07-Aug-2018, 1,579 share(s) on 07-Aug-2019 |
| (10) | Each restricted stock unit represents a contingent right to receive one share of Bio-Techne common stock. |
| (11) | Vests in full or in part on 8/9/2020 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
| (12) | Vests in full or in part on 8/7/2022 if certain performance goals are achieved (or such later date as performance is certified by the Administrator) |
| (13) | Vests in full or in part on 8/8/2021 if certain performance goals are achieved (or such later date as performance is certified by the Administrator). |
| (14) | Fully exercisable |
| (15) | Options to purchase 3,323 shares vest on each of 8/7/2020 and 8/7/2021 and options to purchase 3,322 shares vest on each of 8/7/2022 and 8/7/2023. |
| (16) | Options to purchase 2,447 shares vest on each of 8/8/2019 and 8/8/2020 and options to purchase 2,446 shares vest on each of 8/8/2021 and 8/8/2022. |
| (17) | Options to purchase 3,167 shares vest on each of 8/9/2018 and 8/9/2019 and options to purchase 3,168 shares vest on each of 8/9/2020 and 8/9/2021. |
| (18) | Options to purchase 3,619 shares vest on each of 8/18/2017, 8/18/2018, 8/18/2019 and 8/18/2020. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Furlow Brenda S.
614 MCKINLEY PLACE NE
MINNEAPOLIS, MN 55413 |
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| SVP - General Counsel |
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Signatures
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| /s/ Anna Weispfenning as Attorney-in-Fact for Brenda S. Furlow pursuant to Power of Attorney previously filed. | | 7/13/2020 |
| **Signature of Reporting Person | Date |
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