Gallagher John E 4
4 · Certara, Inc. · Filed May 13, 2026
Research Summary
AI-generated summary of this filing
Certara (CERT) CFO John Gallagher Receives Stock Awards
What Happened
- John E. Gallagher, Chief Financial Officer of Certara, reported derivative transactions on May 11, 2026. The filing shows three award grants (totaling 426,595 derivative units) and a disposition to the issuer of 102,522 derivative units. All transactions are reported at $0.00 per unit (awards/derivatives), so no cash purchase/sale value is reported.
- Breakdown: acquired 102,522 + 129,629 + 194,444 = 426,595 derivative units (AWARD/GRANT, code A); disposed 102,522 units to the issuer (DISPOSITION, code D). Net increase in derivative rights based on the report = 324,073 units.
Key Details
- Transaction date: May 11, 2026; filing date: May 13, 2026 (filed within the Form 4 two-business-day window).
- Reported price/value: $0.00 per unit (derivative awards — no cash consideration reported).
- Shares owned after transaction: not provided in the supplied data.
- Footnotes:
- F2: 2026 RSUs (granted May 11, 2026) vest in three equal installments on Apr 1, 2027, Apr 1, 2028, and Apr 1, 2029; each RSU converts to one share (or cash equivalent).
- F3: 2026 PSUs (granted May 11, 2026) are performance stock units that pay between 0%–200% of target based on total shareholder return through Mar 31, 2029.
- F1: A prior PSU grant (May 20, 2025) pays 0%–200% of target based on performance through Mar 31, 2028.
- The "Disposition to issuer" line (102,522 units) is recorded at $0.00; such dispositions commonly reflect shares withheld by the issuer to satisfy tax obligations on awards, though the filing does not explicitly state the reason.
Context
- These are derivative awards (RSUs and PSUs), not open-market purchases or sales. RSUs vest over time; PSUs are performance-based and may pay out more or less than target depending on future performance.
- Awards and withholding-related dispositions are routine components of executive compensation and do not, by themselves, indicate the insider buying or selling stock in the market.
Insider Transaction Report
Form 4
Certara, Inc.CERT
Gallagher John E
Chief Financial Officer
Transactions
- Disposition to Issuer
Performance Stock Units
[F1]2026-05-11−102,522→ 0 total→ Common Stock (102,522 underlying) - Award
Performance Stock Units
[F1]2026-05-11+102,522→ 102,522 total→ Common Stock (102,522 underlying) - Award
Restricted Stock Units
[F2]2026-05-11+129,629→ 129,629 totalExp: 2029-04-01→ Common Stock (129,629 underlying) - Award
Performance Stock Units
[F3]2026-05-11+194,444→ 194,444 total→ Common Stock (194,444 underlying)
Footnotes (3)
- [F1]Each Certara, Inc. ("Company") performance stock unit ("PSU") was granted on May 20, 2025, pursuant to the terms of the 2025 Long-Term Incentive Plan for Company executives approved by the Compensation Committee of the Company's Board of Directors, under the Certara 2020 Incentive Plan (the "2020 Incentive Plan"). Each PSU represents a conditional right to receive one share of Company common stock. The reporting person will be entitled to receive a number of shares between 0% and 200% of the target amount reported based on the Company's performance against certain total shareholder return thresholds through the period ending on March 31, 2028.
- [F2]Each restricted stock unit ("RSU") was granted on May 11, 2026, under the 2020 Incentive Plan and represents a right to receive one share of common stock or the cash equivalent. The RSUs will vest and settle in three equal installments on April 1, 2027, April 1, 2028, and April 1, 2029.
- [F3]Each Company PSU was granted on May 11, 2026, pursuant to the terms of the 2026 Long-Term Incentive Plan for Company executives approved by the Compensation Committee of the Company's Board of Directors, under the 2020 Incentive Plan. Each PSU represents a conditional right to receive one share of Company common stock. The reporting person will be entitled to receive a number of shares between 0% and 200% of the target amount reported based on the Company's performance against certain total shareholder return thresholds through the period ending on March 31, 2029.
Signature
/s/ Daniel D. Corcoran, as Attorney-in-Fact for John E. Gallagher|2026-05-13