NEOG Insider Buy: CFO Adds 230K Shares, Receives 591,690 Options

Rhea-AI Filing Summary

David H. Naemura, identified as an officer (CFO) and director, reported insider purchases for NEOG on 08/15/2025. He acquired 230,203 shares of Neogen common stock at $5.43 per share, bringing his total beneficial ownership to 291,637 shares. The filing also reports derivative securities: 591,690 rights/options to buy common stock with a $5.43 exercise price, acquired 08/15/2025 and exercisable immediately, expiring 08/15/2035. The disclosure states the options vest in equal annual installments over the first three anniversaries and that performance stock units vest in full at the three-year anniversary. The form was signed by an attorney-in-fact on 08/19/2025.

Positive

• Insider accumulation: CFO acquired 230,203 shares at $5.43, increasing direct ownership to 291,637 shares.
• Long‑term alignment: 591,690 options with a $5.43 strike and 2035 expiry and multi-year vesting align executive incentives with long-term performance.
• Clear vesting schedule disclosed: Options vest in equal annual installments and PSUs vest at the three‑year anniversary.

Negative

• None.

Insights

Financial Analyst

TL;DR: Senior executive bought a meaningful block of shares and received long‑dated options, signalling insider accumulation.

The CFO's reported acquisition of 230,203 common shares at $5.43 and receipt of 591,690 exercisable options (same $5.43 strike, expiring 2035) increases his direct economic exposure to NEOG's share performance. The size of the derivative grant and immediate exercisability combined with multi-year vesting mechanics align management incentives with long-term share appreciation. These transactions are material to ownership structure disclosures but do not, by themselves, change capital structure or indicate financing events.

Corporate Governance Expert

TL;DR: Disclosure is routine and conforms to Section 16 reporting; vesting terms create long-term retention incentives.

The Form 4 properly reports the officer's acquisitions and the nature of vesting: options vest annually over three years and PSUs vest at the three-year mark. Filing by an attorney-in-fact is noted. From a governance standpoint, these are standard equity‑based compensation and insider purchase disclosures; the document shows transparency but contains no information about board actions or policy changes.

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^*

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)
08/15/2025

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	08/15/2025		A		230,203(2)	A	$5.43	291,637	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
Common Stock (Right to Buy)	$5.43	08/15/2025		A		591,690		(1)	08/15/2035	Common Stock	591,690	$0	591,690	D

Explanation of Responses:

1. Options vest in equal annual installments on each of the first three anniversary dates of the grants

2. PSUs vest in total at the end of the three year anniversary date of the grant

	Christopher Sefcheck (Attorney in Fact)	08/19/2025
	** 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

Who filed the Form 4 for NEOG on 08/15/2025?

The filing reports transactions by David H. Naemura, identified as an officer (CFO) and director; the form was signed by an attorney‑in‑fact on 08/19/2025.

How many shares did the insider acquire and at what price?

The insider acquired 230,203 common shares at a price of $5.43 per share on 08/15/2025.

What derivative securities were reported in the Form 4 for NEOG?

The filing reports 591,690 rights/options to buy common stock with a $5.43 exercise price, exercisable 08/15/2025 and expiring 08/15/2035.

What are the vesting terms disclosed for the options and PSUs?

The options vest in equal annual installments over the first three anniversary dates of the grants; the PSUs vest in total at the end of the three‑year anniversary.

What is the insider’s total beneficial ownership after the reported transaction?

After the reported acquisition, the insider beneficially owned 291,637 common shares.