4/A: Celularity CEO Robert J. Hariri Reports RSU Vesting and Stock Transactions in Amended SEC Filing

Celularity Inc.'s CEO and Director, Robert J. Hariri, filed an amended Form 4 detailing the vesting of restricted stock units and subsequent tax-related stock disposition.

Summary

• Robert J. Hariri, Chief Executive Officer and Director of Celularity Inc. (CELU), reported transactions related to his beneficial ownership.
• On April 13, 2025, 3,281 Restricted Stock Units (RSUs) vested and converted into Class A Common Stock.
• These vested RSUs represent 25% of the 13,123 RSUs originally granted to Mr. Hariri on April 13, 2022.
• Following the conversion, Mr. Hariri's direct beneficial ownership of Class A Common Stock increased by 3,281 shares at a price of $0 per share.
• Concurrently, 1,154 shares of Class A Common Stock were disposed of on April 13, 2025, at a price of $1.64 per share, to cover tax withholding obligations related to the RSU vesting.
• After these transactions, Mr. Hariri directly beneficially owns 2,851,454 shares of Class A Common Stock.
• The filing also indicates that 3,281 derivative securities (RSUs) are beneficially owned following the reported transaction, though this number may refer to a specific tranche or be a reporting anomaly given the total grant and vesting percentage.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. RSU vesting is a positive event for the executive, indicating a scheduled compensation payout. The tax withholding is a routine part of such transactions. The filing itself is a compliance update and does not indicate new strategic or operational developments.

Positives

• The vesting of Restricted Stock Units (RSUs) represents a scheduled compensation event for the CEO, converting equity awards into common stock.
• The acquisition of 3,281 shares of Class A Common Stock at a $0 exercise price increases the CEO's direct equity stake in the company.

Negatives

• A disposition of 1,154 shares of Class A Common Stock occurred to cover tax liabilities, which is a common practice but reduces the net shares acquired from the vesting event.

Future Outlook

This Form 4/A filing primarily reports past and scheduled equity transactions and does not contain forward-looking statements or guidance regarding the company's future financial performance or strategic outlook.

Industry Context

This filing is a routine insider transaction report for a biotechnology company's executive. It does not provide broader industry trends or competitive analysis, focusing solely on the individual's equity movements.

Stakeholder Impact

• Shareholders: The report provides transparency regarding executive compensation and changes in insider ownership, which can be a factor in assessing management alignment with shareholder interests. The disposition of shares for tax purposes is a common occurrence and not indicative of a lack of confidence.
• Employees: This filing does not directly impact general employees, but it reflects the company's equity compensation practices for executives.

Key Dates

Recommendation

Keywords

Celularity Inc., CELU, Robert J. Hariri, SEC Form 4/A, Restricted Stock Units, RSU vesting, beneficial ownership, insider trading, equity compensation, Class A Common Stock