Emergent BioSolutions (EBS) SVP reports PSU payout and 8,655-share sale

Rhea-AI Filing Summary

Emergent BioSolutions SVP Paul Anthony Williams reported equity compensation outcomes and share movements. On February 6, 2026, he reported a disposition of 8,655 shares of common stock at $10.92 per share, leaving him with 77,216 shares directly held, then a further 1,022 shares were withheld at $10.92 to cover taxes tied to restricted stock unit vesting, resulting in 76,194 shares owned afterward.

The filing explains that these transactions relate to performance stock units granted under the company’s stock incentive plan. The compensation committee certified 2023–2025 PSU performance at 25% of target, leading to an actual award of 2,884 shares of common stock, below the 11,539 shares previously reported for that award cycle.

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^*

Williams Paul Anthony

(Last) (First) (Middle)

300 PROFESSIONAL DRIVE

(Street)

GAITHERSBURG MD 20879

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Emergent BioSolutions Inc. [ EBS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Products Business

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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
Common Stock	02/06/2026		D		8,655(1)	D	$10.92	77,216	D
Common Stock	02/06/2026		F		1,022(2)	D	$10.92	76,194	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. Consists of performance stock units granted under the Emergent BioSolutions Inc. Stock Incentive Plan. Each PSU represents a right to receive one share of common stock. The PSUs vest upon achievement with respect to both cumulative revenues and adjusted EBITDA as a percentage of total GAAP revenue calculated on a cumulative basis over the three-year period beginning January 1, 2023 and ending December 31, 2025. On February 06, 2026, the final certification date, the Compensation Committee certified the achievement of the 2023-2025 PSUs at a payout factor of 25% of target resulting in the actual award of 2,884 shares of common stock, which is less than the 11,539 shares previously reported on March 02, 2023 and June 09, 2023.

2. Represents shares of common stock withheld to pay taxes associated with vesting and settlement of restricted stock units

Remarks:

	/s/ Richard S. Lindahl, Attorney-in-fact	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did EBS executive Paul Anthony Williams report on this Form 4?

Paul Anthony Williams reported dispositions of Emergent BioSolutions common stock on February 6, 2026. He disposed of 8,655 shares at $10.92 per share, then had 1,022 shares withheld for taxes, ending with 76,194 directly owned shares after these transactions.

How many Emergent BioSolutions (EBS) shares does Paul Anthony Williams own after the reported trades?

After the reported transactions, Paul Anthony Williams directly owns 76,194 shares of Emergent BioSolutions common stock. This figure reflects both the 8,655-share disposition and the 1,022 shares withheld for taxes associated with restricted stock unit vesting and settlement.

What was the price per share in the EBS insider transactions on February 6, 2026?

Both reported transactions used a price of $10.92 per Emergent BioSolutions share. This price applied to the 8,655-share disposition and to the 1,022 shares withheld to satisfy tax obligations related to vesting and settlement of restricted stock units.

What performance stock unit (PSU) outcome did Emergent BioSolutions disclose for Paul Anthony Williams?

The compensation committee certified the 2023–2025 PSUs at a 25% of target payout for Paul Anthony Williams. This resulted in an actual award of 2,884 Emergent BioSolutions common shares, less than the 11,539 shares previously reported for that performance award.

Over what period were the Emergent BioSolutions (EBS) performance stock units measured?

The performance stock units were measured over a three-year period beginning January 1, 2023 and ending December 31, 2025. Vesting depended on cumulative revenues and adjusted EBITDA as a percentage of total GAAP revenue calculated on a cumulative basis across that timeframe.

Why were 1,022 Emergent BioSolutions shares withheld in Paul Anthony Williams’ Form 4?

The 1,022 Emergent BioSolutions shares were withheld to pay taxes linked to vesting and settlement of restricted stock units. Instead of paying cash, a portion of the vested shares was retained by the company to satisfy the associated tax obligations.