Neogen (NEOG) Insider Filing: RSU Vesting and Partial Sale by CFO

Rhea-AI Filing Summary

Neogen Corp (NEOG) Form 4 summary: Chief Financial Officer David H. Naemura reported vesting and settlement of 14,294 restricted stock units on 08/18/2025 at an indicated price of $5.43 per share, resulting in acquisition of 14,294 shares. The filing also shows a contemporaneous disposition of 5,947 shares at $5.43, leaving the reporting person with 69,781 shares after the transactions. The form was signed by an attorney-in-fact on 08/20/2025. This filing documents an insider equity vesting event and partial sale of shares.

Positive

• 14,294 RSUs vested and settled, converting compensation into common stock which aligns executive pay with shareholder interests
• Insider still holds 69,781 shares after transactions, maintaining ongoing ownership in the company

Negative

• Sale of 5,947 shares at $5.43 reduced the reporting person's holdings, representing a partial divestment

Insights

Securities Analyst

TL;DR: Routine officer vesting and partial sale; reflects compensation settlement, not an unusual market signal.

David Naemura's RSUs vested and were settled into 14,294 shares on 08/18/2025; a simultaneous sale of 5,947 shares at $5.43 per share reduced his post-transaction holdings to 69,781 shares. The transactions appear to be standard compensation-related activity (RSU vesting and partial disposition) rather than event-driven trading. No additional cash-only purchases or option exercises are reported.

Corporate Governance Expert

TL;DR: Typical executive compensation settlement and partial sell-down; governance controls appear followed.

The filing specifies RSUs vested and were settled into an equivalent number of common shares on the same date, with the reporting person identified as CFO. The Form 4 is properly executed by an attorney-in-fact and discloses both acquisition (RSU settlement) and disposition amounts. There is no indication of rule 10b5-1 plan notation checked on the form, so these appear as routine post-vesting transactions disclosed under Section 16.

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
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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^*

Naemura David H.

(Last) (First) (Middle)

620 LESHER PLACE

(Street)

LANSING MI 48912

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEOGEN CORP [ NEOG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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
Common Stock	08/18/2025		M		14,294	A	$5.43	75,728	D
Common Stock	08/18/2025		F		5,947	D	$5.43	69,781	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	$5.43	08/18/2025		M			14,294	08/18/2025	08/18/2025	Common Stock	14,294	$5.43	28,588	D

Explanation of Responses:

Remarks:

Each RSU is the economic equivalent of one share of common stock. On August 18, 2025, these RSUs vested and were settled for an equal number of shares of common stock.

	Christopher Sefcheck (Attorney in Fact)	08/20/2025
	** 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 insider transactions did NEOG CFO David Naemura report on Form 4?

The Form 4 reports that 14,294 RSUs vested and were settled for 14,294 shares on 08/18/2025 and that 5,947 shares were sold at $5.43 per share.

How many NEOG shares does the reporting person own after the reported transactions?

Following the reported transactions the filing shows the reporting person beneficially owns 69,781 shares.

Were the vested RSUs converted to shares on the same date they vested?

Yes. The filing states the RSUs vested on 08/18/2025 and were settled for an equal number of shares on that date.

Was the Form 4 signed and when was it filed?

The signature by an attorney-in-fact (Christopher Sefcheck) is dated 08/20/2025 in the filing.