Celularity Inc. (CELU) director reports 20,385 RSUs vesting immediately

Rhea-AI Filing Summary

Celularity Inc. director Peter Diamandis reported an equity award under the company’s 2021 Equity Incentive Plan. On 01/12/2026, he received 20,385 restricted stock units (RSUs), each representing one share of Celularity’s Class A common stock, at a price of $0.00.

The RSUs vest immediately upon grant, meaning they become fully earned right away rather than over time. Following this award, Diamandis beneficially owns 394,150 shares of Class A common stock, all held directly.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Diamandis Peter

(Last) (First) (Middle)

C/O CELULARITY INC.

170 PARK AVENUE

(Street)

FLORHAM PARK NJ 07932

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Celularity Inc [ CELU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
01/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

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
Class A Common Stock	01/12/2026		A		20,385(1)	A	$0.00	394,150(2)	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. These shares represent restricted stock units ("RSUs") granted under the Celularity Inc. 2021 Equity Incentive Plan (the "2021 Plan"), with each RSU representing a right to receive one share of the Issuer's Class A common stock. The RSUs shall vest immediately upon grant.

2. Includes 20,385 RSUs granted under the 2021 Plan, with each RSU representing a right to receive one share of the Issuer's Class A common stock. The RSUs shall vest immediately upon grant.

	/s/ Peter Diamandis	01/15/2026
	** 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.
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FAQ

What insider transaction did Celularity Inc. (CELU) report for Peter Diamandis?

Celularity Inc. (CELU) reported that director Peter Diamandis received an award of 20,385 restricted stock units (RSUs) of Class A common stock on 01/12/2026.

What are the key terms of the 20,385 RSU grant to the Celularity (CELU) director?

The 20,385 RSUs were granted under the Celularity Inc. 2021 Equity Incentive Plan, with each RSU representing one share of Class A common stock and vesting immediately upon grant.

Did Peter Diamandis pay anything for the Celularity (CELU) RSU award?

No. The Form 4/A reports the 20,385 RSUs at a price of $0.00 per share, reflecting a compensatory equity grant rather than an open-market purchase.

How many Celularity Inc. (CELU) shares does Peter Diamandis own after this RSU grant?

After the reported transaction, Peter Diamandis beneficially owns 394,150 shares of Celularity’s Class A common stock, held in direct ownership.

Does this Celularity (CELU) Form 4/A involve any derivative securities like options or warrants?

No. The filing’s Table II for derivative securities is empty, and the reported transaction concerns only non-derivative Class A common stock via RSUs.

What role does Peter Diamandis have at Celularity Inc. (CELU)?

The Form 4/A identifies Peter Diamandis as a director of Celularity Inc. and indicates the filing is made by one reporting person.