Form 4: Certara CFO John E. Gallagher Reports Acquisition of Performance Stock Units and Restricted Stock Units

John E. Gallagher, CFO of Certara, Inc., reports the acquisition of performance stock units and restricted stock units under the company's incentive plans.

Summary

• John E. Gallagher, the Chief Financial Officer of Certara, Inc., filed a Form 4 with the SEC.
• The filing reports the acquisition of performance stock units (PSUs) and restricted stock units (RSUs) on May 20, 2025.
• Gallagher acquired 102,522 performance stock units and 68,348 restricted stock units.
• The PSUs were granted under the 2025 Long-Term Incentive Plan, and the number of shares received will depend on the company's performance against total shareholder return thresholds through March 31, 2028.
• The RSUs were granted under the 2020 Incentive Plan and will vest in three equal installments on April 1, 2026, April 1, 2027, and April 1, 2028.
• Each RSU represents the right to receive one share of common stock or the cash equivalent.

Sentiment

Score: 7

Explanation: The document reflects a routine grant of stock-based compensation, which is generally viewed positively as it aligns management interests with shareholders. The sentiment is neutral to slightly positive.

Positives

• The grant of PSUs and RSUs aligns the CFO's interests with those of the shareholders, incentivizing performance and long-term value creation.
• The vesting schedule of the RSUs encourages long-term retention of the CFO.

Future Outlook

The number of shares ultimately received from the PSUs will depend on the company's performance against total shareholder return thresholds through March 31, 2028.

Industry Context

Grants of stock options, performance shares, and restricted stock units are common practice to align management incentives with shareholder value in publicly traded companies.

Comparison to Industry Standards

• Stock-based compensation is a common practice among publicly traded companies to incentivize executives.
• The specific terms of the PSU and RSU grants, such as vesting schedules and performance metrics, are typical for executive compensation packages.
• Companies like Simulations Plus and Schrödinger, which are competitors of Certara, also utilize stock-based compensation as part of their executive compensation packages.

Stakeholder Impact

• Shareholders may view the grant of PSUs and RSUs positively as it incentivizes management to improve company performance and increase shareholder value.
• Employees may see this as a positive sign of the company investing in its leadership.

Key Dates

Keywords

Form 4, Certara, Gallagher, CFO, Performance Stock Units, Restricted Stock Units, Incentive Plan, Beneficial Ownership