Form 4: Celularity (CELU) director now holds 248,765 Class A shares

Rhea-AI Filing Summary

Celularity Inc. (CELU) director Peter Diamandis reported an equity award of 47,042 restricted stock units (RSUs) of Class A common stock. Each RSU represents the right to receive one share of Celularity's Class A common stock. The RSUs were granted on 11/19/2025 under the Celularity Inc. 2021 Equity Incentive Plan and shall vest and become exercisable on the grant date, meaning they are not subject to a future service-based vesting schedule. The Form 4 shows the transaction price as $0.00, consistent with a typical director equity grant rather than an open-market purchase. Following this grant, Diamandis is reported to beneficially own 248,765 shares of Class A common stock in direct ownership.

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)
11/19/2025

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	11/19/2025		A		47,042(1)	A	$0.00	248,765	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 date of grant.

	/s/ Peter Diamandis	11/21/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Celularity (CELU) Form 4 report for Peter Diamandis?

The Form 4 reports that director Peter Diamandis received an award of 47,042 restricted stock units (RSUs) of Celularity Inc.'s Class A common stock on 11/19/2025.

How many Celularity (CELU) shares does Peter Diamandis own after this transaction?

After the reported RSU grant, Peter Diamandis is shown as beneficially owning 248,765 shares of Celularity Inc. Class A common stock in direct ownership.

What are the key terms of the 47,042 RSUs granted to the Celularity director?

The 47,042 RSUs were granted under the Celularity Inc. 2021 Equity Incentive Plan. Each RSU represents the right to receive one share of Class A common stock and vests and becomes exercisable on the date of grant.

Was there any purchase price for the Celularity RSUs reported in the Form 4?

No cash purchase price is shown. The Form 4 lists the transaction price as $0.00, which is typical for equity awards granted as compensation rather than bought in the market.

What type of security was reported in the Celularity (CELU) Form 4 filing?

The filing reports Class A common stock acquired in the form of restricted stock units (RSUs), each RSU corresponding to one share of Class A common stock.

Under which plan were the Celularity RSUs granted to Peter Diamandis?

The RSUs were granted under the Celularity Inc. 2021 Equity Incentive Plan, as stated in the explanation of responses section.