Robert Aspbury - Apr 1, 2025 Form 4 Insider Report for Certara, Inc. (CERT)

Role: PRESIDENT, PREDICTIVE TECH
Signature: /s/ Daniel D. Corcoran, Attorney-in-Fact for Robert Aspbury
Stock symbol: CERT
Transactions as of: Apr 1, 2025
Transactions value $: -$156,875
Form type: 4
Date filed: 4/3/2025, 04:44 PM
Previous filing: Jul 2, 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	Award	$0	+7.08K	+2.45%	$0.00	296K	Apr 1, 2025	Direct	F1
transaction	CERT	Common Stock	Tax liability	-$33K	-3.33K	-1.12%	$9.90	293K	Apr 1, 2025	Direct	F1, F2
transaction	CERT	Common Stock	Options Exercise	$0	+8.65K	+2.95%	$0.00	302K	Apr 1, 2025	Direct	F3
transaction	CERT	Common Stock	Tax liability	-$40.2K	-4.07K	-1.35%	$9.90	298K	Apr 1, 2025	Direct	F2, F3
transaction	CERT	Common Stock	Options Exercise	$0	+7.85K	+2.64%	$0.00	306K	Apr 1, 2025	Direct	F4
transaction	CERT	Common Stock	Tax liability	-$36.5K	-3.69K	-1.21%	$9.90	302K	Apr 1, 2025	Direct	F2, F4
transaction	CERT	Common Stock	Options Exercise	$0	+10.1K	+3.36%	$0.00	312K	Apr 1, 2025	Direct	F5
transaction	CERT	Common Stock	Tax liability	-$47.1K	-4.76K	-1.53%	$9.90	307K	Apr 1, 2025	Direct	F2, F5

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	-8.65K	-100%	$0.00	0	Apr 1, 2025	Common Stock	8.65K		Direct	F3
transaction	CERT	Restricted Stock Units	Options Exercise	$0	-7.85K	-50%	$0.00	7.85K	Apr 1, 2025	Common Stock	7.85K		Direct	F4
transaction	CERT	Restricted Stock Units	Options Exercise	$0	-10.1K	-33.33%	$0.00	20.3K	Apr 1, 2025	Common Stock	10.1K		Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each performance stock unit ("PSU") was granted on April 1, 2022, under the Certara, Inc. ("Certara") 2020 Incentive Plan (the "2020 Incentive Plan") and represents a right to receive one share of common stock. The PSUs were subject to the achievement of certain performance objectives over a three-year period from January 1, 2022, to December 31, 2024. The PSUs were 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, 4, and 5, exempt under Rule 16b-3.
F3	Each RSU was granted on April 1, 2022, 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 March 31, 2023. One-third of the RSUs vested and were settled on April 1, 2024. The remaining one-third of the RSUs vested and settled on April 1, 2025.
F4	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.
F5	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.