Dayal Sujata Tyagi 4

What Happened

• Dayal Sujata Tyagi, a director of Emergent BioSolutions (EBS), sold a total of 13,761 shares in open-market transactions on May 1, 2026 for aggregate proceeds of approximately $115,610 (12,781 shares for $106,849 and 980 shares for $8,761). These sales were executed under a Rule 10b5-1 trading plan to cover tax obligations related to RSU vesting on April 29, 2026.
• On April 30, 2026 the reporting person was also granted board compensation awards: 25,344 restricted stock units (RSUs) and 11,296 derivative awards (stock options), both granted under the Company’s Stock Incentive Plan. The RSUs and options vest on the Annual Grant Vesting Date (the day prior to the one‑year anniversary of the grant), subject to continued board service.

Key Details

• Transaction dates and prices:
  • April 30, 2026: Grants — 25,344 RSUs (award) and 11,296 derivative awards (options) at $0.00 reported (compensation grants).
  • May 1, 2026: Sales — 12,781 shares at a weighted-average price of $8.36 (sales ranged $7.70–$8.69) and 980 shares at a weighted-average price of $8.94 (sales ranged $8.70–$8.99).
• Total proceeds from sales: ~ $115,610.
• Shares owned after the transactions: Not stated in the filing.
• Notable footnotes:
  • Sales were made under a Rule 10b5-1 plan to satisfy tax obligations from RSU vesting (footnote F2).
  • RSU grant vests on the Annual Grant Vesting Date, subject to continued board membership (F1).
  • The derivative award consists of stock options granted under the plan; the number was determined via a Black‑Scholes valuation formula (F5, F6).
  • Weighted-average sale prices reported are aggregates; the filer will provide breakdowns on request (F3, F4).
• Filing timeliness: Form 4 was filed on May 4, 2026 for transactions occurring April 30 and May 1; the filing appears to be timely under the required two-business-day rule.

Context

• The sales were for tax withholding related to RSU vesting and executed under a 10b5-1 plan, which is a routine, pre‑arranged method for insiders to sell shares and does not by itself indicate a change in the director’s view of the company.
• The April 30 awards are compensation for board service; options give the holder the right to buy shares at an exercise price and will vest per the annual schedule (they were granted, not exercised).