---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-415012"
form_type: "8-K"
ticker: "BLFS"
cik: "0000834365"
company_name: "BIOLIFE SOLUTIONS INC"
filed_at: "2026-10-06T13:11:23+00:00"
generated_at: "2026-10-12T16:29:43.760385+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Repligen closes BioLife acquisition; holders get $11.25 cash plus 0.1442 Repligen shares

## Summary
- Merger completed Oct 6, 2026 under the July 21, 2026 agreement; BioLife shareholders received $11.25 cash plus 0.1442 Repligen shares per share.
- Special meeting Oct 5, 2026: merger adopted 40,910,337 for vs 83,451 against; 48,923,333 shares outstanding at Sept 3 record date; 83.79% represented.
- Advisory vote on merger-related named-executive compensation passed 35,037,565 for vs 5,914,889 against; the adjournment proposal was moot.
- All 7 BioLife directors (de Greef, Coste, DuRoss, Ellingson, Goswami, Hunt, Moore) and NEOs (de Greef, Wichterman, Mathew, Berard, Warner) exited at the effective time.
- BioLife options, RSUs, PSUs and restricted stock accelerated and vested in full; Nasdaq trading suspended Oct 6 with Form 25 delisting and Form 15 deregistration planned.

## SEC filing metadata
- accession: 0001193125-26-415012
- form_type: 8-K
- ticker: BLFS
- cik: 0000834365
- company_name: BIOLIFE SOLUTIONS INC
- filed_at: 2026-10-06T13:11:23+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/d753652d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-415012
- JSON: https://secwatch.observer/filing/0001193125-26-415012.json
- Plain text: https://secwatch.observer/filing/0001193125-26-415012.txt

## Key facts
- Executive change
  Cathy Coste departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Tim Moore departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Sean Warner resigned as other_named_officer at BIOLIFE SOLUTIONS INC.
  - Action: resigned
  source text: Effective as of the First Merger Effective Time, each of Roderick de Greef, Troy Wichterman, Aby J. Mathew, Todd Berard and Sean Warner, comprising all of BioLife’s named executive officers, resigned from their respective positions with BioLife.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Roderick de Greef departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Aby J. Mathew resigned as other_named_officer at BIOLIFE SOLUTIONS INC.
  - Action: resigned
  source text: Effective as of the First Merger Effective Time, each of Roderick de Greef, Troy Wichterman, Aby J. Mathew, Todd Berard and Sean Warner, comprising all of BioLife’s named executive officers, resigned from their respective positions with BioLife.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Rachel Ellingson departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Todd Berard resigned as other_named_officer at BIOLIFE SOLUTIONS INC.
  - Action: resigned
  source text: Effective as of the First Merger Effective Time, each of Roderick de Greef, Troy Wichterman, Aby J. Mathew, Todd Berard and Sean Warner, comprising all of BioLife’s named executive officers, resigned from their respective positions with BioLife.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Joydeep Goswami departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Troy Wichterman resigned as other_named_officer at BIOLIFE SOLUTIONS INC.
  - Action: resigned
  source text: Effective as of the First Merger Effective Time, each of Roderick de Greef, Troy Wichterman, Aby J. Mathew, Todd Berard and Sean Warner, comprising all of BioLife’s named executive officers, resigned from their respective positions with BioLife.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Amy DuRoss departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Tony Hunt departed as Director at BIOLIFE SOLUTIONS INC.
  - Action: ceased serving
  - Role: Director
  source text: Pursuant to the Merger Agreement, effective as of the First Merger Effective Time, each of Roderick de Greef, Cathy Coste, Amy DuRoss, Rachel Ellingson, Joydeep Goswami, MBA, PhD, Tony Hunt and Tim Moore, comprising all of the members of BioLife’s board of directors, ceased serving as a member of BioLife’s board of directors and each committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm
- Executive change
  Roderick de Greef resigned as other_named_officer at BIOLIFE SOLUTIONS INC.
  - Action: resigned
  source text: Effective as of the First Merger Effective Time, each of Roderick de Greef, Troy Wichterman, Aby J. Mathew, Todd Berard and Sean Warner, comprising all of BioLife’s named executive officers, resigned from their respective positions with BioLife.
  evidence_url: https://www.sec.gov/Archives/edgar/data/834365/000119312526415012/0001193125-26-415012-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.