0001593968-22-000468.txt : 20220215 0001593968-22-000468.hdr.sgml : 20220215 20220215164845 ACCESSION NUMBER: 0001593968-22-000468 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220211 FILED AS OF DATE: 20220215 DATE AS OF CHANGE: 20220215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Colangelo Dominick CENTRAL INDEX KEY: 0001313403 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35280 FILM NUMBER: 22639858 MAIL ADDRESS: STREET 1: 1000 WINTER ST. STREET 2: SUITE 2200 CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Vericel Corp CENTRAL INDEX KEY: 0000887359 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 943096597 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 64 SIDNEY ST. CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 7349305555 MAIL ADDRESS: STREET 1: 64 SIDNEY ST. CITY: CAMBRIDGE STATE: MA ZIP: 02139 FORMER COMPANY: FORMER CONFORMED NAME: AASTROM BIOSCIENCES INC DATE OF NAME CHANGE: 19960428 4 1 primary_01.xml PRIMARY DOCUMENT X0306 4 2022-02-11 0000887359 Vericel Corp VCEL 0001313403 Colangelo Dominick C/O VERICEL CORPORATION 64 SIDNEY STREET CAMBRIDGE MA 02139 true true false false President and CEO Common Stock 2022-02-11 4 M false 7500 0 A 154621 D Common Stock 2022-02-11 4 F false 3251 35.26 D 151370 D Restricted Stock Unit 2022-02-11 4 M false 7500 35.26 D Common Stock 7500 15000 D The shares of common stock were acquired by the Reporting Person as a result of the vesting of Restricted Stock Units (RSUs) granted to the Reporting Person on February 11, 2020. The remaining RSUs will vest in annual installments on February 11, 2023, and February 11, 2024, respectively. These shares include shares acquired pursuant to the Issuer's 2015 Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c). These shares were withheld by the Issuer to satisfy the tax withholding requirements in connection with the vesting of RSUs. Each RSU represents a contingent right to receive one share of common stock of Vericel Corporation. No expiration date for this type of award. /s/ Sean Flynn, as Attorney-in-Fact for Dominick C. Colangelo 2022-02-15 EX-24 2 powerofattorney-n_colangelo.txt EX-24 DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 AND RULE 144 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Joseph Mara and Sean C. Flynn as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Vericel Corporation, a Michigan corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act"); (2) prepare, execute, acknowledge, deliver and file Forms 144 in accordance with Rule 144 under the Securities Act of 1933 (the "Securities Act"), and other documents in connection therewith as necessary or desirable to be done under Rule 144; (3) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (4) perform any and all other acts, which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. Additionally, the undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirements of the Exchange Act or the Securities Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Securities Act or the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 8th day of April, 2021. _____/s/ Dominick C. Colangelo_ Signature Dominick C. Colangelo___________ Print Name Page 2 of 2