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Emergent BioSolutions Inc. Director's Dealing 2010

Jul 19, 2010

32870_dirs_2010-07-19_63801c1b-0b1a-46ec-beb2-4c618b714b18.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Emergent BioSolutions Inc. (EBS)
CIK: 0001367644
Period of Report: 2010-07-15

Reporting Person: El-Hibri Fuad (Director, CEO and Chairman, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-07-15 Common Stock M 33333 $7.00 Acquired 1188843 Direct
2010-07-15 Common Stock S 33333 $17.7465 Disposed 1155510 Direct
2010-07-15 Common Stock S 42100 $18.0002 Disposed 1113410 Direct
2010-07-16 Common Stock S 9000 $18.000 Disposed 1104410 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-07-15 Employee Stock Option (right to buy) $7.00 M 33333 Disposed 2015-03-10 Common Stock (33333) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1524155 Indirect
Common Stock 6643794 Indirect
Common Stock 5011 Indirect
Common Stock 5011 Indirect
Common Stock 5011 Indirect
Common Stock 2265043 Indirect

Footnotes

F1: This price is the weighted average sale price for the transactions reported on this line. The prices for the first transaction reported on July 15, 2010 range from $17.50 to $17.91. The prices for the second transaction reported on July 15, 2010 range from $18.00 to $18.01. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. El-Hibri on March 9, 2010. Mr. El-Hibri's direct holdings include restricted stock units granted under the Amended and Restated Emergent BioSolutions Inc. 2006 Stock Incentive Plan that vest in three equal annual installments beginning March 9, 2011.

F3: Mr. El-Hibri holds individually and with his wife, as tenants by the entirety, an aggregate 89.2% equity interest in Biovac, L.L.C. Biovac, L.L.C. is the direct owner of 1,524,155 shares of Common Stock. Mr. El-Hibri disclaims beneficial ownership of the shares of Common Stock directly owned by Biovac, L.L.C. for purposes of Section 16, except to the extent of his pecuniary interest in 1,359,546 shares.

F4: Mr. El-Hibri holds with his wife, as tenants by the entirety, an aggregate 41.1072% equity interest in Intervac, L.L.C. Mr. El-Hibri disclaims beneficial ownership of the shares of Common Stock directly owned by Intervac, L.L.C. for purposes of Section 16, except to the extent of his pecuniary interest therein in 2,731,079 shares.

F5: These shares are held in a trust for the benefit of a child of the reporting person. The reporting person is trustee of this trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

F6: Mr. El-Hibri is the holder of a 40.17% (567,582.3 units) equity interest in BioPharm, L.L.C. After the distribution by BioPharm, L.L.C. to Mr. El-Hibri and other members of BioPharm, L.L.C. of 700,000 shares of Common Stock, as reported on this Form 4, BioPharm, L.L.C. is the direct owner of 2,265,043 shares of Common Stock. Mr. El-Hibri disclaims beneficial ownership of these shares for purposes of Section 16, except to the extent of his pecuniary interest in 909,868 shares.

F7: The option vests in three equal installments on March 11, 2009, March 11, 2010 and March 11, 2011.