Hartzel William 4

What Happened

William Hartzel, Senior Vice President, Bioservices at Emergent BioSolutions (EBS), had performance stock units (PSUs) finally certified on Feb 6, 2026. The Compensation Committee certified the 2023–2025 PSUs at a 25% payout, producing an actual award of 1,922 shares. As a result, 5,771 shares (the difference from previously reported target shares) were disposed to the issuer, and 630 shares were withheld to cover taxes. The reported cash-equivalent dispositions: 5,771 shares @ $10.92 = $63,019 and 630 shares @ $10.92 = $6,880 (total ≈ $69,899).

Key Details

• Transaction date: February 6, 2026; Form 4 filed February 10, 2026 (filed within the two-business-day window).
• Prices and amounts reported: D (Disposition to issuer) — 5,771 shares @ $10.92 ($63,019); F (Payment of exercise price or tax liability/share withholding) — 630 shares @ $10.92 ($6,880).
• PSU payout: 25% of target for the 2023–2025 performance period, resulting in 1,922 shares actually awarded (less than the 7,693 shares previously reported).
• Net shares delivered to Hartzel after tax withholding: 1,922 awarded − 630 withheld = 1,292 shares received.
• Footnotes: F1 explains PSU vesting criteria and final certification; F2 notes shares withheld to pay taxes on vesting/settlement.
• Shares owned after transaction: the filing shows a net issuance of 1,292 shares to Hartzel after withholding (based on award and withholding numbers reported).

Context

• This was not an open-market sale for liquidity or investment — it reflects PSU settlement mechanics: a reduced PSU payout (25% of target) with excess previously-reported target shares not issued (surrendered) and shares withheld for taxes. Such administrative dispositions are common when performance awards pay out below target or when companies withhold shares for taxes.