Pedersen Leif E 4

What Happened

• Leif E. Pedersen, President and Chief Commercial Officer of Certara, recorded derivative awards on May 11, 2026: three grants totaling 253,533 units (68,348 + 74,074 + 111,111). All were recorded at $0.00 per unit (derivative awards), and the filing also shows a disposition to the issuer of 68,348 shares with $0 proceeds. The disposition to the issuer is commonly a share surrender to satisfy tax withholding on awards; the filing’s footnotes describe two PSU awards and one RSU award.

Key Details

• Transaction date: May 11, 2026; filing date: May 13, 2026 (timely).
• Prices/values reported: $0.00 per unit for all entries (derivative awards); disposition showed $0 proceeds.
• Awards breakdown and footnotes:
  • 68,348 units (footnote F1 — PSU originally granted May 20, 2025).
  • 74,074 RSUs (footnote F2 — RSUs granted May 11, 2026; vest in three equal installments on 4/1/2027, 4/1/2028, 4/1/2029).
  • 111,111 PSUs (footnote F3 — PSUs granted May 11, 2026; performance-based payout 0%–200% based on TSR through 3/31/2029).
• Shares owned after the transactions: not specified in the provided filing excerpts.
• No indication in the filing of a 10b5-1 plan or other sale plan; disposition likely tax withholding (documented as a disposition to issuer).

Context

• RSUs are restricted stock units that convert to shares (or cash) when they vest; PSUs are performance stock units that pay out a number of shares between 0% and 200% of target depending on performance metrics and time horizons noted in the footnotes.
• These entries are awards/grants (not open-market purchases or sales) and are part of compensation; such grants do not by themselves indicate the insider’s buying or selling sentiment.