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Emergent BioSolutions Inc. — Director's Dealing 2019
Mar 1, 2019
32870_dirs_2019-02-28_c123c8d6-7ec4-4fd0-ae13-2d84bea971c9.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: 2019-02-26
Reporting Person: El-Hibri Fuad (Director, Chairman, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-02-26 | Common Stock | S | 10369 | $59.65 | Disposed | 1478306 | Direct |
| 2019-02-26 | Common Stock | M | 6430 | — | Acquired | 1484736 | Direct |
| 2019-02-26 | Common Stock | F | 1566 | $61.01 | Disposed | 1483170 | Direct |
| 2019-02-27 | Common Stock | S | 10369 | $58.24 | Disposed | 1472801 | Direct |
| 2019-02-27 | Common Stock | M | 9794 | — | Acquired | 1482595 | Direct |
| 2019-02-27 | Common Stock | F | 2486 | $57.98 | Disposed | 1480109 | Direct |
| 2019-02-28 | Common Stock | S | 6987 | $58.47 | Disposed | 1473122 | Direct |
| 2019-02-28 | Common Stock | M | 9722 | — | Acquired | 1482844 | Direct |
| 2019-02-28 | Common Stock | F | 3826 | $58.71 | Disposed | 1479018 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2019-02-26 | Restricted Stock Units | $ | M | 6430 | Disposed | Common Stock (6430) | Direct | |
| 2019-02-26 | Restricted Stock Units | $ | A | 18029 | Acquired | Common Stock (18029) | Direct | |
| 2019-02-26 | Stock Options (Right to Buy) | $61.01 | A | 36053 | Acquired | 2026-02-25 | Common Stock (36053) | Direct |
| 2019-02-27 | Restricted Stock Units | $ | M | 9794 | Disposed | Common Stock (9794) | Direct | |
| 2019-02-28 | Restricted Stock Units | $ | M | 9722 | Disposed | Common Stock (9722) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 4344250 | Indirect |
| Common Stock | 1524155 | Indirect |
Footnotes
F1: All sales listed on this Form 4 were made by Mr. El-Hibri pursuant to a trading plan adopted on June 6, 2018 that is intended to comply with Rule 10b5-1(c) under the Securities Exchange Act of 1934 (the "Exchange Act").
F2: The price reported reflects a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.40 to $61.21.
F3: Restricted stock units convert into common stock on a one-for-one basis.
F4: The price reported reflects a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.96 to $59.08.
F5: The price reported reflects a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.54 to $59.25.
F6: Mr. El-Hibri's wife, individually, and Mr. and Mrs. El-Hibri, as tenants by the entirety, collectively hold an aggregate 40.65% equity interest in Intervac, L.L.C., which in turn is the direct owner of 4,344,250 shares of the Issuer's common stock. Mr. El-Hibri disclaims beneficial ownership of the shares of the Issuer's common stock directly owned by Intervac, L.L.C. for purposes of Section 16 of the Exchange Act or otherwise, except to the extent of his pecuniary interest therein.
F7: Mr. El-Hibri, individually, and Mr. and Mrs. El-Hibri, as tenants by the entirety, collectively hold an aggregate 89.2% equity interest in Biovac, L.L.C, which in turn is the direct owner of 1,524,155 shares of the Issuer's common stock. Mr. El-Hibri disclaims beneficial ownership of the shares of the Issuer's common stock directly owned by Biovac, L.L.C. for purposes of Section 16 of the Exchange Act or otherwise, except to the extent of his pecuniary interest therein.
F8: On February 27, 2018, Mr. El-Hibri was granted 19,288 restricted stock units vesting in three approximately equal annual installments beginning on the day prior to the first anniversary of the grant date.
F9: On February 26, 2019, Mr. El-Hibri was granted 18,029 restricted stock units vesting in three approximately equal annual installments beginning on the day prior to the first anniversary of the grant date.
F10: On February 26, 2019, Mr. El-Hibri was granted 36,053 stock options vesting in three approximately equal annual installments beginning on the day prior to the first anniversary of the grant date.
F11: On February 28, 2017, Mr. El-Hibri was granted 29,382 restricted stock units vesting in three approximately equal annual installments beginning on the day prior to the first anniversary of the grant date.
F12: On March 1, 2016, Mr. El-Hibri was granted 29,167 restricted stock units (after giving effect to the adjustment in connection with the Issuer's spin-off of Aptevo Therapeutics Inc.) vesting in three approximately equal annual installments beginning on the day prior to the first anniversary of the grant date.