Hariri Robert J 4

4 · Celularity Inc · Filed Apr 15, 2026

AI-generated summary of this filing

Updated Apr 15, 2026

Celularity (CELU) CEO Robert J. Hariri Receives RSU Shares

What Happened

Robert J. Hariri, Celularity Inc. CEO, had restricted stock units (RSUs) vest on April 13, 2026. Upon vesting, 3,281 RSUs converted into Class A common shares (reported as a conversion/exercise of a derivative at $0.00 per share).
To cover tax withholding on the vesting event, 1,182 shares were surrendered/withheld (disposition) at a reported value of $1.28 per share, totaling $1,513. This was not an open-market sale tied to investment sentiment but a routine tax-withholding on vested awards.

Key Details

Transaction date: April 13, 2026; Form 4 filed April 15, 2026 (timely filing).
Conversion: 3,281 RSUs converted into shares at $0.00 (RSU vesting/conversion).
Tax withholding: 1,182 shares withheld/disposed at $1.28/share for $1,513 total.
Footnotes: RSUs were originally granted on April 13, 2022 (13,123 RSUs total; 25% vested on April 13, 2026). Each RSU equals one share. The vested shares converted are reported in Table I of the Form 4.
Shares owned after the transaction: reported in Table I of the Form 4 (not included in the excerpt provided).

Context

This was an RSU vesting event (award conversion), not a voluntary market purchase or strategic sale. The withheld shares reflect tax obligations rather than a signal of buying or selling intent.
For retail investors: RSU vesting is common executive compensation; the tax-withholding portion is routine and should not be interpreted as a directional insider trade.

Form 4

Period: 2026-04-13

DirectorChief Executive Officer

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-04-13+3,281→ 2,854,735 total
Tax Payment
Class A Common Stock
[F2]
2026-04-13$1.28/sh−1,182$1,513→ 2,853,553 total
Exercise/Conversion
Restricted Stock Units
[F3][F4]
2026-04-13−3,281→ 0 total
→ Class A Common Stock (3,281 underlying)

Footnotes (4)

[F1]Represents the conversion upon vesting of restricted stock units (RSUs) into Class A Common Stock. On April 13, 2022, the reporting person was granted 13,123 RSUs, 25% of which vested on April 13, 2026. Such RSUs were previously reported in Table II on a Form 4 filed with the SEC on April 28, 2022.
[F2]This line reflects the tax withholding on the vesting of RSUs that vested on April 13, 2026.
[F3]Each restricted stock unit is the economic equivalent of one share of Celularity Inc. Class A Common Stock.
[F4]On April 13, 2022, the reporting person was granted 13,123 RSUs, 25% of which vested on April 13, 2026. The Class A Common Stock into which such vested RSUs converted on April 13, 2026 is reported in Table I on this Form 4.

Signature

/s/ Robert J. Hariri|2026-04-15

1 file