Form 4: Celularity Director Ling Acquires 44,379 Shares

Celularity Inc. Director Geoffrey Ling, M.D. acquired 44,379 shares of Class A common stock through a restricted stock unit grant.

Summary

• Geoffrey Ling, M.D., a Director of Celularity Inc. (CELU), acquired 44,379 shares of Class A Common Stock.
• The acquisition occurred on November 19, 2025, and represents Restricted Stock Units (RSUs) granted under the Celularity Inc. 2021 Equity Incentive Plan.
• Each RSU represents a right to receive one share of the Issuer's Class A common stock, and these RSUs vested and became exercisable on the date of grant.
• The transaction price for these shares was $0.00, consistent with an RSU grant.
• Following this transaction, Dr. Ling directly beneficially owns 111,795 shares of Class A Common Stock.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 6

Explanation: Slightly positive, as a director's increased equity stake, even through a grant, generally aligns their interests with shareholders and can be seen as a vote of confidence in the company's future.

Positives

• A director receiving equity compensation aligns their interests with those of the shareholders.
• The grant of Restricted Stock Units (RSUs) under an established equity incentive plan is a standard practice for executive and director compensation.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction, as it is an insider transaction report.

Industry Context

Insider transactions, particularly equity grants to directors, are a common component of compensation packages across various industries, including biotechnology and healthcare, to align leadership interests with company performance and shareholder value.

Corporate Governance

Related Party Transactions

• The acquisition of 44,379 shares of Class A Common Stock by Director Geoffrey Ling, M.D. from Celularity Inc. through an RSU grant constitutes a related party transaction.

Stakeholder Impact

• Shareholders: The grant of RSUs to a director can be viewed positively as it increases the director's personal stake in the company, potentially motivating decisions that enhance shareholder value.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Keywords

Celularity, CELU, Form 4, Insider Transaction, Restricted Stock Units, RSU, Director Compensation, Equity Incentive Plan, Stock Grant, Rule 10b5-1