Form 4: Emergent BioSolutions Inc. (EBS), Kramer Robert, transaction 02/22/2022

Summary

Kramer Robert, a director and an officer of Emergent BioSolutions Inc. with the title President and CEO, reports on this Form 4 the acquisition of 4,264 performance stock units on 02/22/2022. According to the explanation of responses, the Compensation Committee certified the 2019-2021 PSUs on February 22, 2022 at a payout factor of 136.14% of target, producing an actual award of 16,065 shares, above the 11,801 shares previously reported on February 28, 2019. Withholding to pay taxes took 4,595 shares at $42.23. Afterward the reporting person owned 162,722 shares directly; the remarks show /s/ S. Scott Lieberman, Attorney-in-fact.

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Full text

SEC Form 4

FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 | OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB APPROVAL | OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB Number: | 3235-0287 | Estimated average burden | hours per response: | 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person * Kramer Robert (Last) (First) (Middle) 400 PROFESSIONAL DR, SUITE 400 (Street) GAITHERSBURG MD 20879 (City) (State) (Zip) | Kramer Robert | (Last) | (First) | (Middle) | 400 PROFESSIONAL DR, SUITE 400 | GAITHERSBURG | MD | 20879 | (City) | (State) | (Zip) | 2. Issuer Name and Ticker or Trading Symbol Emergent BioSolutions Inc. [ EBS ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) President and CEO | X | Director | 10% Owner | X | Officer (give title below) | Other (specify below) | President and CEO
3. Date of Earliest Transaction
 (Month/Day/Year) 02/22/2022
4. If Amendment, Date of Original Filed
 (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | X | Form filed by One Reporting Person | Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr.
 3) | 2. Transaction Date
 (Month/Day/Year) | 2A. Deemed Execution Date, if any
 (Month/Day/Year) | 3. Transaction Code (Instr.
 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr.
 3, 4 and 5) | 5.
 Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr.
 4) | 7. Nature of Indirect Beneficial Ownership (Instr.
 4)
Code | V | Amount | (A) or (D) | Price
Common Stock | 02/22/2022 | A | 4,264 (1) | A | $ 0 | 167,317 | D
Common Stock (2) | 02/22/2022 | F | 4,595 | D | $ 42.23 | 162,722 | D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr.
 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date
 (Month/Day/Year) | 3A. Deemed Execution Date, if any
 (Month/Day/Year) | 4. Transaction Code (Instr.
 8) | 5.
 Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
 3, 4 and 5) | 6. Date Exercisable and Expiration Date
 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr.
 3 and 4) | 8. Price of Derivative Security (Instr.
 5) | 9.
 Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr.
 4) | 11. Nature of Indirect Beneficial Ownership (Instr.
 4)
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares
Explanation of Responses:
1. Consists of performance stock units granted under the Emergent BioSolutions Inc. Stock Incentive Plan. Each PSU represents a right to receive one share of common stock. The PSUs vest upon achievement with respect to adjusted net income as a percentage of total GAAP revenue for the 2021 fiscal year, as certified by the Compensation Committee following the performance period. On February 22, 2022, the final certification date, the Compensation Committee certified the achievement of the 2019-2021 PSUs at a payout factor of 136.14% of target resulting in the actual award of 16,065 shares of common stock, which is in excess of the 11,801 shares previously reported on February 28, 2019.
2. Represents shares of common stock withheld to pay taxes.
Remarks:
/s/ S. Scott Lieberman, Attorney-in-fact | 02/24/2022
** Signature of Reporting Person | Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction
 4

 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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