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Emergent BioSolutions Inc. Director's Dealing 2014

Nov 14, 2014

32870_dirs_2014-11-14_90f6307f-f714-4b3a-8b78-81593809c43f.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: 2014-11-12

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-11-12 Common Stock S 2196 $25.00 Disposed 13649 Indirect
2014-11-12 Common Stock S 115 $25.00 Disposed 14097 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2069243 Direct
Common Stock 2350331 Indirect
Common Stock 15845 Indirect
Common Stock 1524155 Indirect

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 10, 2014.

F2: 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.

F3: Mr. El-Hibri's direct holdings include restricted stock units granted under the 2nd Amended and Restated Emergent BioSolutions Inc. 2006 Stock Incentive Plan and the Amended and Restated Emergent BioSolutions Inc. 2006 Stock Incentive Plan. Mr. El-Hibri's restricted stock units vest in equal annual installments beginning on the anniversary of the grant date, assuming continued service with the company. Each restricted stock unit represents the right of the reporting person to receive one share of common stock of Emergent BioSolutions Inc., subject to adjustment as provided in the grant agreement.

F4: Mr. El-Hibri's holdings through Intervac, L.L.C include 1,638,403 shares of common stock held by Mr. El-Hibri and his wife, as tenants by the entirety, through their 37.7% equity interest in Intervac, L.L.C.; 127,721 shares held by Mr. El-Hibri's wife; and 584,207 shares held by trusts indirectly controlled by Mr. El-Hibri or his wife. Mr. El-Hibri disclaims beneficial ownership, for purposes of Section 16 of the Exchange Act or otherwise, of those shares held solely by his wife and those shares held by the trusts.

F5: 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.