Certara CFO receives new PSU and RSU awards
Certara, Inc. Chief Financial Officer John E. Gallagher reported equity-based compensation awards tied to the company’s long-term incentive plans.
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Form Type
4
Rhea-AI Filing Summary
Certara, Inc. Chief Financial Officer John E. Gallagher reported equity-based compensation awards tied to the company’s long-term incentive plans. On May 11, 2026, he received grants of 194,444 performance stock units and 129,629 restricted stock units, each representing rights to receive common shares at no purchase price.
The restricted stock units are scheduled to vest in three equal installments on April 1, 2027, April 1, 2028, and April 1, 2029. He also received an additional 102,522 performance stock units grant and simultaneously reported a disposition of a prior 102,522 performance stock units award back to the issuer, leaving no remaining units from that earlier grant. The new performance stock units can ultimately deliver between 0% and 200% of the target share amounts based on total shareholder return performance through periods ending March 31, 2028 and March 31, 2029.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Gallagher John E
Role
Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Performance Stock Units | 102,522 | $0.00 | $0.00 |
| Grant/Award | Performance Stock Units | 102,522 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units | 129,629 | $0.00 | $0.00 |
| Grant/Award | Performance Stock Units | 194,444 | $0.00 | $0.00 |
Holdings After Transaction:
Performance Stock Units — 296,966 contracts (Direct);
Restricted Stock Units — 129,629 contracts (Direct)
Footnotes (3)
- F1. Each Certara, Inc. ("Company") performance stock unit ("PSU") was granted on May 20, 2025, pursuant to the terms of the 2025 Long-Term Incentive Plan for Company executives approved by the Compensation Committee of the Company's Board of Directors, under the Certara 2020 Incentive Plan (the "2020 Incentive Plan"). Each PSU represents a conditional right to receive one share of Company common stock. The reporting person will be entitled to receive a number of shares between 0% and 200% of the target amount reported based on the Company's performance against certain total shareholder return thresholds through the period ending on March 31, 2028.
- F2. Each restricted stock unit ("RSU") was granted on May 11, 2026, under the 2020 Incentive Plan and represents a right to receive one share of common stock or the cash equivalent. The RSUs will vest and settle in three equal installments on April 1, 2027, April 1, 2028, and April 1, 2029.
- F3. Each Company PSU was granted on May 11, 2026, pursuant to the terms of the 2026 Long-Term Incentive Plan for Company executives approved by the Compensation Committee of the Company's Board of Directors, under the 2020 Incentive Plan. Each PSU represents a conditional right to receive one share of Company common stock. The reporting person will be entitled to receive a number of shares between 0% and 200% of the target amount reported based on the Company's performance against certain total shareholder return thresholds through the period ending on March 31, 2029.
Key Figures
Performance stock units grant (2025 LTIP reference): 194,444 units
Restricted stock units grant: 129,629 units
Additional performance stock units grant (2026 LTIP): 102,522 units
+3 more
6 metrics
Performance stock units grant (2025 LTIP reference)
194,444 units
Granted May 11, 2026; conditional right to common stock
Restricted stock units grant
129,629 units
Granted May 11, 2026; vesting 2027–2029
Additional performance stock units grant (2026 LTIP)
102,522 units
Granted May 11, 2026; TSR performance through March 31, 2029
Disposition to issuer of PSUs
102,522 units
Performance stock units returned to issuer; zero remaining from that grant
PSU payout range
0%–200% of target
Based on total shareholder return thresholds through March 31, 2028 and 2029
RSU vesting dates
April 1, 2027/2028/2029
Three equal installments for 129,629 RSUs
Key Terms
Performance Stock Units, Restricted Stock Units, 2020 Incentive Plan, Long-Term Incentive Plan, +1 more
5 terms
Performance Stock Units financial
"Each Certara, Inc. ("Company") performance stock unit ("PSU") was granted on May 20, 2025..."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
Restricted Stock Units financial
"Each restricted stock unit ("RSU") was granted on May 11, 2026, under the 2020 Incentive Plan..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2020 Incentive Plan financial
"approved by the Compensation Committee... under the Certara 2020 Incentive Plan (the "2020 Incentive Plan")."
Long-Term Incentive Plan financial
"pursuant to the terms of the 2025 Long-Term Incentive Plan for Company executives..."
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What equity awards did Certara (CERT) CFO John Gallagher report on this Form 4?
John Gallagher reported grants of 194,444 performance stock units, 129,629 restricted stock units, and an additional 102,522 performance stock units. Each unit generally represents the right to receive one share of Certara common stock, subject to vesting and performance conditions.
How do the new performance stock units for Certara (CERT) CFO John Gallagher work?
Each performance stock unit represents a conditional right to one Certara common share. Gallagher may receive between 0% and 200% of the target share amounts based on total shareholder return performance through periods ending March 31, 2028 and March 31, 2029.
When will Certara (CERT) CFO John Gallagher’s restricted stock units vest?
The 129,629 restricted stock units will vest and settle in three equal installments on April 1, 2027, April 1, 2028, and April 1, 2029. Upon vesting, he will receive either Certara common stock or the cash equivalent for each unit.
What does the disposition of 102,522 performance stock units mean for Certara (CERT) CFO John Gallagher?
Gallagher reported a disposition to the issuer of 102,522 performance stock units, leaving zero units from that specific grant outstanding. This reflects a transfer back to the company rather than an open-market sale, and is recorded as a derivative transaction.
Under which incentive plans were Certara (CERT) CFO John Gallagher’s awards granted?
The performance stock units were granted under the Certara 2020 Incentive Plan and related long-term executive incentive programs for 2025 and 2026. The restricted stock units were also granted under the 2020 Incentive Plan, aligning compensation with long-term company performance.
AI-generated analysis. How Rhea-AI works. Not financial advice.
