John E. Gallagher - Apr 1, 2025 Form 4 Insider Report for Certara, Inc. (CERT)

Role
PRESIDENT, CHIEF COMMERCAL OFF
Signature
/s/ Daniel Corcoran, Attorney-in-Fact for John E. Gallagher
Stock symbol
CERT
Transactions as of
Apr 1, 2025
Transactions value $
-$140,342
Form type
4
Date filed
4/3/2025, 04:36 PM
Previous filing
Apr 3, 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CERT Common Stock Options Exercise $0 +14.7K +80.49% $0.00 32.9K Apr 1, 2025 Direct F1
transaction CERT Common Stock Tax liability -$46K -4.65K -14.13% $9.90 28.2K Apr 1, 2025 Direct F1, F2
transaction CERT Common Stock Options Exercise $0 +12.6K +44.74% $0.00 40.9K Apr 1, 2025 Direct F3
transaction CERT Common Stock Tax liability -$42.8K -4.33K -10.59% $9.90 36.5K Apr 1, 2025 Direct F2, F3
transaction CERT Common Stock Options Exercise $0 +15.2K +41.57% $0.00 51.7K Apr 1, 2025 Direct F4
transaction CERT Common Stock Tax liability -$51.5K -5.2K -10.06% $9.90 46.5K Apr 1, 2025 Direct F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CERT Restricted Stock Units Options Exercise $0 -14.7K -100% $0.00 0 Apr 1, 2025 Common Stock 14.7K Direct F1
transaction CERT Restricted Stock Units Options Exercise $0 -12.6K -50% $0.00 12.6K Apr 1, 2025 Common Stock 12.6K Direct F3
transaction CERT Restricted Stock Units Options Exercise $0 -15.2K -33.33% $0.00 30.4K Apr 1, 2025 Common Stock 15.2K Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") was granted on April 1, 2023, under the Certara, Inc. ("Certara") 2020 Incentive Plan ("2020 Incentive Plan") and represents a right to receive one share of common stock or the cash equivalent. One-half of the RSUs vested and were settled on April 1, 2024. The remaining RSUs vested and settled on April 1, 2025.
F2 Represents shares of Certara withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units ("RSUs") and PSUs described in footnotes 1, 3, and 4, exempt under Rule 16b-3.
F3 Each RSU was granted on April 1, 2023, under the 2020 Incentive Plan and represents a right to receive one share of common stock or the cash equivalent. One-third of the RSUs vested and were settled on April 1, 2024. One-third of the RSUs vested and were settled on April 1, 2025. The remaining one-third of the RSUs are scheduled to vest and settle on April 1, 2026.
F4 Each RSU was granted on April 1, 2024, under the 2020 Incentive Plan and represents a right to receive one share of common stock or the cash equivalent. One-third of the RSUs vested and were settled on April 1, 2025. The remaining two-thirds of the RSUs will vest and settle in equal parts on April 1, 2026 and April 1, 2027.