Certara, Inc.·4

May 13, 4:50 PM ET

Corcoran Daniel 4

4 · Certara, Inc. · Filed May 13, 2026

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Certara (CERT) SVP & General Counsel Daniel Corcoran Receives Awards

What Happened Daniel Corcoran, Certara's Senior Vice President and General Counsel, reported derivative equity activity on May 11, 2026. The Form 4 shows a reported disposition to the issuer of 48,820 derivative shares (at $0.00) and three grants/awards totaling 234,005 derivative units: 48,820, 74,074 and 111,111 units (all at $0.00). These awards are restricted stock units (RSUs) and performance stock units (PSUs) — i.e., rights to receive shares in the future rather than open‑market purchases or cash sales.

Key Details

  • Transaction date(s): May 11, 2026; Form 4 filed May 13, 2026 (covers the May 11 transactions).
  • Reported amounts/prices: Disposition of 48,820 units @ $0.00; awards of 48,820, 74,074 and 111,111 units @ $0.00 (derivative securities).
  • Shares owned after transaction: Not disclosed in the filing.
  • Relevant footnotes:
    • F1: Certain PSUs were originally granted May 20, 2025; payout ranges from 0%–200% of target based on total shareholder return through 3/31/2028.
    • F2: RSUs granted May 11, 2026 vest in three equal installments on 4/1/2027, 4/1/2028 and 4/1/2029 (can settle in stock or cash).
    • F3: PSUs granted May 11, 2026 are performance‑based (0%–200% of target) tied to total shareholder return through 3/31/2029.
  • Filing timeliness: Form shows transactions dated May 11 and was filed May 13, 2026 (within the typical 2‑business‑day Form 4 window).

Context

  • These entries are compensation awards (RSUs/PSUs) and a reported "disposition to issuer" of derivative units; derivative awards are conditional rights to receive shares later and do not represent immediate open‑market buying or selling.
  • PSUs are performance‑contingent (payout may vary 0%–200% of target depending on TSR through the stated performance period). RSUs vest over time and will convert to shares (or cash) on the vesting dates.
  • Because these are grants/awards, they are generally viewed as executive compensation rather than a direct bullish or bearish market signal; the filing provides factual details but not the insider’s intent.

Insider Transaction Report

Form 4
Period: 2026-05-11
Corcoran Daniel
SVP and General Counsel
Transactions
  • Disposition to Issuer

    Performance Stock Units

    [F1]
    2026-05-1148,8200 total
    Common Stock (48,820 underlying)
  • Award

    Performance Stock Units

    [F1]
    2026-05-11+48,82048,820 total
    Common Stock (48,820 underlying)
  • Award

    Restricted Stock Units

    [F2]
    2026-05-11+74,07474,074 total
    Exp: 2029-04-01Common Stock (74,074 underlying)
  • Award

    Performance Stock Units

    [F3]
    2026-05-11+111,111111,111 total
    Common Stock (111,111 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|2026-05-13

Documents

1 file
  • 4
    form4-05132026_080514.xmlPrimary