Celularity (CELU) director receives 20,385 RSUs at no cost, vesting later

Rhea-AI Filing Summary

Celularity Inc. director Peter Diamandis reported an equity award of 20,385 restricted stock units (RSUs) of Class A common stock on January 12, 2026. The RSUs were granted at a price of $0 per share under the Celularity Inc. 2021 Equity Incentive Plan, with each RSU representing the right to receive one share of Class A common stock.

The RSUs will vest and become exercisable on the earlier of the one-year anniversary of the grant date or the next annual stockholder meeting, as long as Diamandis continues to serve the company through that date. Following this grant, he directly holds a total of 394,150 Class A common shares and RSUs.

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)

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	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 and become exercisable on the earlier of the one-year anniversary of the date of grant and the next annual stockholder meeting, subject to the Reporting Person's continuous service with the Issuer through such date.

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 and become exercisable on the earlier of the one-year anniversary of the date of grant and the next annual stockholder meeting, subject to the Reporting Person's continuous service with the Issuer through such date.

	/s/ Peter Diamandis	01/14/2026
	** 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).
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FAQ

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

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

What type of securities did Peter Diamandis receive from Celularity (CELU)?

Peter Diamandis received RSUs of Class A common stock, with each RSU representing a right to receive one share of Celularity Inc.’s Class A common stock.

How and when do Peter Diamandis’s Celularity RSUs vest?

The RSUs vest and become exercisable on the earlier of the one-year anniversary of the grant date and the next annual stockholder meeting, subject to his continuous service with Celularity Inc.

What is the grant price of the RSUs reported by Celularity (CELU)?

The 20,385 RSUs granted to Peter Diamandis were reported with a price of $0 per share, consistent with a typical equity incentive award.

How many Celularity Class A shares and RSUs does Peter Diamandis hold after this grant?

After the reported transaction, Peter Diamandis beneficially owns 394,150 Class A common shares and RSUs of Celularity Inc., held directly.

Under which plan were the RSUs granted to the Celularity (CELU) director?

The RSUs were granted under the Celularity Inc. 2021 Equity Incentive Plan, which provides for equity awards such as restricted stock units.