Certara CFO exercises RSUs and receives new grant

Certara, Inc. director and Chief Financial Officer John V. W. Reynders reported equity compensation activity involving restricted stock units.

Rhea-AI Filing Summary

Certara, Inc. director and Chief Financial Officer John V. W. Reynders reported equity compensation activity involving restricted stock units. On May 14, 2026, 15,757 RSUs granted under the 2020 Incentive Plan vested and were converted into 15,757 shares of common stock, increasing his direct common stock holdings to 26,466 shares. On the same date, he received a new grant of 33,222 RSUs, each representing a right to receive one share of common stock, which will vest on the earlier of the one-year anniversary of grant or the issuer's next annual meeting. The filing shows only awards and exercises of equity compensation, with no open-market purchases or sales.

Insider Trade Summary

15,757 shares exercised/converted

Exercise 3 txns

Insider Reynders John V W

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	15,757	$0.00	$0.00
Grant/Award	Restricted Stock Units	33,222	$0.00	$0.00
Exercise	Common Stock	15,757	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 33,222 contracts (Direct); Common Stock — 26,466 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit ("RSU") was granted on May 21, 2025, under the Certara, Inc. 2020 Incentive Plan ("2020 Incentive Plan") entitling the reporting person to receive one share of the issuer's common stock per RSU. The RSUs vested and were converted to common stock on May 14, 2026, the day of the issuer's annual meeting.
2. F2. Each RSU was granted on May 14, 2026, under the 2020 Incentive Plan that entitles the reporting person to receive one share of issuer's common stock per RSU. The RSUs vest on the earlier of the one-year anniversary of the date of grant or the date of the issuer's next annual meeting.

Key Figures

RSUs vested and converted: 15,757 shares New RSU grant: 33,222 RSUs Common stock held after transaction: 26,466 shares +2 more

5 metrics

RSUs vested and converted 15,757 shares RSUs converted to common stock on May 14, 2026

New RSU grant 33,222 RSUs Granted May 14, 2026 under 2020 Incentive Plan

Common stock held after transaction 26,466 shares Direct holdings following RSU conversion

RSUs outstanding after grant 33,222 RSUs Direct derivative holdings following new award

Derivative exercises 1 transaction, 15,757 shares Exercise or conversion of derivative security

Key Terms

Restricted Stock Units, 2020 Incentive Plan, annual meeting

3 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") was granted on May 21, 2025, under the Certara, Inc. 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

"under the Certara, Inc. 2020 Incentive Plan ("2020 Incentive Plan") entitling the reporting person to receive one share"

annual meeting financial

"The RSUs vested and were converted to common stock on May 14, 2026, the day of the issuer's annual meeting."

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did CERT CFO John Reynders report on this Form 4?

John Reynders reported equity compensation activity, not market trades. 15,757 RSUs vested into 15,757 common shares, and he received a new grant of 33,222 RSUs tied to Certara, Inc.’s 2020 Incentive Plan on May 14, 2026.

How many Certara (CERT) shares does the CFO hold after these transactions?

After these transactions, John Reynders directly holds 26,466 shares of Certara common stock. In addition, he holds 33,222 restricted stock units, each representing a contingent right to receive one share of Certara common stock upon vesting.

What are the terms of the new RSU grant reported by CERT’s CFO?

The new grant consists of 33,222 RSUs under Certara’s 2020 Incentive Plan. Each RSU entitles John Reynders to one share of common stock and vests on the earlier of one year from grant or the next annual meeting.

Were there any open-market buys or sells in this CERT Form 4?

No open-market buys or sells were reported. The Form 4 reflects RSU vesting and conversion into shares and a new RSU grant, which are compensation-related events rather than discretionary purchases or sales in the market.

What prior RSU award for CERT vested in this Form 4 filing?

The filing indicates RSUs granted on May 21, 2025 under the 2020 Incentive Plan vested on May 14, 2026. These vested units converted into 15,757 shares of Certara common stock for John Reynders on that date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 04:29 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Reynders John V W

(Last) (First) (Middle)

C/O CERTARA, INC.

4 RADNOR CORPORATE CENTER, SUITE 350

(Street)

RADNOR PENNSYLVANIA 19087

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Certara, Inc. [ CERT ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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
Common Stock	05/14/2026		M		15,757	A	$0(1)	26,466	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
Restricted Stock Units	(1)	05/14/2026		M			15,757	(1)	(1)	Common Stock	15,757	$0	0	D
Restricted Stock Units	(2)	05/14/2026		A		33,222		(2)	(2)	Common Stock	33,222	$0	33,222	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") was granted on May 21, 2025, under the Certara, Inc. 2020 Incentive Plan ("2020 Incentive Plan") entitling the reporting person to receive one share of the issuer's common stock per RSU. The RSUs vested and were converted to common stock on May 14, 2026, the day of the issuer's annual meeting.

2. Each RSU was granted on May 14, 2026, under the 2020 Incentive Plan that entitles the reporting person to receive one share of issuer's common stock per RSU. The RSUs vest on the earlier of the one-year anniversary of the date of grant or the date of the issuer's next annual meeting.

	/s/ Daniel D. Corcoran, as Attorney-in-Fact for John V.W. Reynders	05/15/2026
	** 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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* Form 4: SEC 1474 (03-26)