EBS announces board change: Dr. Louis W. Sullivan retiring Nov. 14

Rhea-AI Filing Summary

Emergent BioSolutions announced the planned retirement of director Louis W. Sullivan, M.D., effective November 14, 2025. The company stated his decision is not due to any disagreement regarding operations, policies, or practices.

Dr. Sullivan has served on the board since June 2006, most recently as Chairman of the Compensation Committee and a member of the Nominating and Corporate Governance Committee. The company issued a press release on November 12, 2025, furnished as Exhibit 99.1.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 7, 2025

EMERGENT BIOSOLUTIONS INC.

(Exact name of registrant as specified in its charter)

Delaware

001-33137

14-1902018

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

Identification No.)

 300 Professional Drive,

Gaithersburg, Maryland 20879

(Address of principal executive offices, including zip code)

(240) 631-3200

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.001 par value per share			EBS			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company     ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 7, 2025, Louis W. Sullivan, M.D., a director of Emergent BioSolutions Inc. (the “Company”), notified the Company of his intent to retire as a Class II board member effective November 14, 2025. Dr. Sullivan’s decision to retire is not the result of any disagreement with the Company on any matter related to the Company’s operations, policies or practices. Dr. Sullivan has served as a director since June 2006 and most recently, as Chairman of the Compensation Committee and as a member of the Nominating and Corporate Governance Committee.

Item 7.01     Regulation FD Disclosure.

On November 12, 2025, the Company issued a press release regarding Dr. Sullivan’s retirement, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press release issued by Emergent BioSolutions Inc. on November 12, 2025.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			EMERGENT BIOSOLUTIONS INC.
Dated: November 12, 2025			By:			/s/ RICHARD S. LINDAHL
						Name: Richard S. Lindahl Title: Executive Vice President, Chief Financial              Officer and Treasurer

FAQ

What did Emergent BioSolutions (EBS) disclose in this 8-K?

The company announced the retirement of director Louis W. Sullivan, M.D., effective November 14, 2025.

Is Dr. Sullivan’s retirement related to any disagreement with EBS?

No. The filing states his decision is not the result of any disagreement on company matters.

What roles did Dr. Sullivan hold at EBS?

He served as Chairman of the Compensation Committee and as a member of the Nominating and Corporate Governance Committee.

How long has Dr. Sullivan served on EBS’s board?

He has been a director since June 2006.

Did EBS issue a press release about the retirement?

Yes. A press release dated November 12, 2025 was furnished as Exhibit 99.1.

What is the EBS stock exchange listing?

EBS common stock is listed on the New York Stock Exchange under the symbol EBS.