=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-03-02
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: TransMedics Group, Inc. (TMDX)
CIK: 0001756262
--- Reporting Owner ---
Name: Hernandez Gerardo
CIK: 0002046180
Role: Officer (Chief Financial Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-03-02 | Code: S (Open market sale)
Shares: -375 | Price: $139.12
Total Value: $52,170.00
Shares Owned After: 14,689 | Ownership: D (Direct)
Footnotes:
[F1] Required number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale was made to satisfy tax withholding obligations through a "sell to cover" transaction pursuant to the terms of the RSU award.
[Transaction #2]
Security: Common Stock
Date: 2026-03-04 | Code: M (Exercise of derivative)
Shares: +1,324 | Price: $77.12
Total Value: $102,106.88
Shares Owned After: 16,013 | Ownership: D (Direct)
[Transaction #3]
Security: Common Stock
Date: 2026-03-04 | Code: S (Open market sale)
Shares: -1,324 | Price: $147.21
Total Value: $194,906.04
Shares Owned After: 14,689 | Ownership: D (Direct)
Footnotes:
[F2] The price reported is a weighted average price. These shares were purchased in multiple transactions ranging from $147.14 to $147.47, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
[Transaction #4]
Security: Common Stock
Date: 2026-03-04 | Code: M (Exercise of derivative)
Shares: +5,912 | Price: $69.84
Total Value: $412,894.08
Shares Owned After: 20,601 | Ownership: D (Direct)
[Transaction #5]
Security: Common Stock
Date: 2026-03-04 | Code: S (Open market sale)
Shares: -5,912 | Price: $147.21
Total Value: $870,305.52
Shares Owned After: 14,689 | Ownership: D (Direct)
Footnotes:
[F2] The price reported is a weighted average price. These shares were purchased in multiple transactions ranging from $147.14 to $147.47, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Option (Right to Buy)
Date: 2026-03-04 | Code: M (Exercise of derivative)
Shares: -1,324 | Price: $0.00
Exercisable: N/A | Expires: 2035-02-24
Shares Owned After: 3,975 | Ownership: D (Direct)
Footnotes:
[F3] The option vests at a rate of 2.0833% of the total number of shares subject to the option each month following February 24, 2025 until the option is fully vested on February 24, 2029, subject to continued service.
[Transaction #2]
Security: Stock Option (Right to Buy)
Date: 2026-03-04 | Code: M (Exercise of derivative)
Shares: -5,912 | Price: $0.00
Exercisable: N/A | Expires: 2034-12-09
Shares Owned After: 13,010 | Ownership: D (Direct)
Footnotes:
[F4] The option vested as to 25% of the shares underlying the option on December 2, 2025 and will continue to vest as to the remaining shares in equal monthly installments over three years thereafter, subject to continued service.
--- Footnotes (Complete Index) ---
F1: Required number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale was made to satisfy tax withholding obligations through a "sell to cover" transaction pursuant to the terms of the RSU award.
F2: The price reported is a weighted average price. These shares were purchased in multiple transactions ranging from $147.14 to $147.47, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
F3: The option vests at a rate of 2.0833% of the total number of shares subject to the option each month following February 24, 2025 until the option is fully vested on February 24, 2029, subject to continued service.
F4: The option vested as to 25% of the shares underlying the option on December 2, 2025 and will continue to vest as to the remaining shares in equal monthly installments over three years thereafter, subject to continued service.
--- Signature ---
/s/ By: /s/ Gerardo Hernandez (2026-03-04)