Emergent BioSolutions Inc.·4

Feb 10, 7:06 PM ET

LINDAHL RICHARD S 4

4 · Emergent BioSolutions Inc. · Filed Feb 10, 2026

Research Summary

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Emergent BioSolutions (EBS) CFO Richard S. Lindahl Receives PSU Award

What Happened

  • Richard S. Lindahl, Chief Financial Officer of Emergent BioSolutions, had the company's 2023–2025 performance stock units (PSUs) finally certified on Feb 6, 2026 at a 25% payout. That certification resulted in an actual award of 15,384 shares. To satisfy tax obligations and plan mechanics, 5,642 shares were withheld (treated as a disposition for tax payment) and 46,155 previously reported target shares were returned/cancelled (disposition to issuer).
  • The filing reports share-withholding and disposition prices of $10.92 per share: 5,642 shares × $10.92 = $61,611 (tax withholding) and 46,155 shares × $10.92 = $504,013 (cancelled/returned), a combined value of about $565,624. These were administrative actions tied to PSU settlement, not open-market sales.

Key Details

  • Transaction date: Feb 6, 2026; Filing date: Feb 10, 2026 (filed within the 2-business-day Form 4 requirement)
  • Prices reported: $10.92 per share for both dispositions
  • Share movement: 15,384 shares awarded; 5,642 shares withheld for taxes; 46,155 shares disposed to issuer/cancelled (previously reported target shares)
  • Footnotes: F1 explains the PSU plan and the 25% payout (resulting award of 15,384 shares vs. 61,539 previously reported). F2 notes shares were withheld to pay taxes on vesting/settlement.
  • Shares owned after the transaction: not specified in the provided filing

Context

  • PSUs are performance-based awards that convert to shares only if pre-set targets are met; a 25% payout means most previously reported target shares were not issued and were cancelled back to the company.
  • The withheld shares reflect routine tax withholding on equity settlements (administrative, not a market sale). The reported “disposition to issuer” reflects cancellation/return of unearned target shares, not a sale to third parties.

Insider Transaction Report

Form 4
Period: 2026-02-06
LINDAHL RICHARD S
EVP, Chief Financial Officer
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-02-06$10.92/sh46,155$504,013245,342 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-06$10.92/sh5,642$61,611239,700 total
Footnotes (2)
  • [F1]Consists of performance stock units granted under the Emergent BioSolutions Inc. Stock Incentive Plan. Each PSU represents a right to receive one share of common stock. The PSUs vest upon achievement with respect to both cumulative revenues and adjusted EBITDA as a percentage of total GAAP revenue calculated on a cumulative basis over the three-year period beginning January 1, 2023 and ending December 31, 2025. On February 06, 2026, the final certification date, the Compensation Committee certified the achievement of the 2023-2025 PSUs at a payout factor of 25% of target resulting in the actual award of 15,384 shares of common stock, which is less than the 61,539 shares previously reported on March 02, 2023 and June 09, 2023.
  • [F2]Represents shares of common stock withheld to pay taxes associated with vesting and settlement of restricted stock units
Signature
/s/ Richard S. Lindahl|2026-02-10

Documents

1 file
  • 4
    wk-form4_1770768376.xmlPrimary

    FORM 4