Sec Form 4 Filing - Englese Thomas @ AZIYO BIOLOGICS, INC. - 2022-03-08

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Englese Thomas
2. Issuer Name and Ticker or Trading Symbol
AZIYO BIOLOGICS, INC. [ AZYO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CHIEF COMMERCIAL OFFICER
(Last) (First) (Middle)
C/O AZIYO BIOLOGICS, INC., 12510 PROSPERITY DRIVE, SUITE 370
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2022
(Street)
SILVER SPRING, MD20904
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/08/2022 M 938 A $ 0( 1 ) 6,883( 2 ) D
Class A Common Stock 03/10/2022 S 276 D 6,607 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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) $ 5.08 03/ 08/2022 A 31,000 ( 4 ) 03/08/2032 Class A Common Stock 31,000 $ 0 31,000 D
Restricted Stock Units ( 5 ) 03/08/2022 A 8,700 ( 6 ) ( 6 ) Class A Common Stock 8,700 $ 0 8,700 D
Restricted Stock Units ( 1 ) 03/08/2022 M 938 ( 7 ) ( 7 ) Class A Common Stock 938 $ 0 2,812 D
Restricted Stock Units ( 5 ) 03/08/2022 A 15,390 ( 8 ) ( 8 ) Class A Common Stock 15,390 $ 0 15,390 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Englese Thomas
C/O AZIYO BIOLOGICS, INC.
12510 PROSPERITY DRIVE, SUITE 370
SILVER SPRING, MD20904
CHIEF COMMERCIAL OFFICER
Signatures
/s/ Jeffrey Hamet, Attorney-in-Fact for Thomas Englese 03/10/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted stock units convert into shares of Class A Common Stock on a one-for-one basis.
( 2 )Includes 857 shares of Class A Common Stock acquired under the Company's 2020 Employee Stock Purchase Plan.
( 3 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.16 to $5.34. The Reporting Person undertakes to provide Aziyo Biologics, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
( 4 )The option vests as to 25% of the shares on March 8, 2023 and in 12 equal quarterly installments thereafter, such that the option shall be fully vested and exercisable on March 8, 2026.
( 5 )Each restricted stock unit represents a contingent right to receive one share of Issuer Class A Common Stock.
( 6 )The restricted stock units vest if the Issuer's Class A Common Stock achieves a price per share equal to or greater than $10.00 for any period of thirty (30) consecutive trading days prior to March 8, 2024.
( 7 )On March 8, 2021, the Reporting Person was granted 3,750 restricted stock units, vesting in four substantially equal annual installments beginning in March 8, 2022.
( 8 )The restricted stock units vest on September 8, 2022, subject to the Reporting Person's continuous employment with the Issuer through such vesting date.

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