Neogen (NEOG) officer exercises 35,183 shares, settles tax with stock

Rhea-AI Filing Summary

NEOGEN CORP’s former Chief Legal Officer, Amy M. Rocklin, exercised equity awards and settled related taxes. She converted 35,183 Restricted Stock Units into 35,183 shares of Common Stock at $9.29 per share.

To cover tax obligations, 10,241 shares of Common Stock were delivered back at $9.29 per share in a tax-withholding disposition, a non-market transaction. After these events, she directly holds 82,182 shares of NEOGEN CORP Common Stock.

Insider Trade Summary

35,183 shares exercised/converted

Mixed 3 txns

Insider Rocklin Amy M

Role Former Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	35,183	$9.29	$327K
Exercise	Common Stock	35,183	$9.29	$327K
Tax Withholding	Common Stock	10,241	$9.29	$95K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 92,423 shares (Direct, null)

Footnotes (1)

Key Figures

RSUs converted: 35,183 units Exercise price: $9.29 per share Shares withheld for taxes: 10,241 shares +2 more

5 metrics

RSUs converted 35,183 units Restricted Stock Units exercised into Common Stock on 2026-05-18

Exercise price $9.29 per share Conversion price for RSUs into Common Stock

Shares withheld for taxes 10,241 shares Tax-withholding disposition of Common Stock at $9.29 per share

Shares held after transactions 82,182 shares Direct Common Stock ownership following 2026-05-18 activity

Shares acquired via exercise 35,183 shares Common Stock received from RSU conversion on 2026-05-18

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative security, Common Stock

4 terms

Restricted Stock Units financial

"The security titled "Restricted Stock Units" was exercised into Common Stock."

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.

tax-withholding disposition financial

"The 10,241-share transaction is described as a tax-withholding disposition."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"The M code reflects exercise or conversion of a derivative security."

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Common Stock financial

"Transactions involve NEOGEN CORP Common Stock at $9.29 per share."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

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

X

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^*

Rocklin Amy M

(Last) (First) (Middle)

620 LESHER PLACE

(Street)

LANSING MICHIGAN 48912

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Former Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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	05/18/2026		M		35,183	A	$9.29	92,423	D
Common Stock	05/18/2026		F		10,241	D	$9.29	82,182	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	$9.29	05/18/2026		M			35,183	05/18/2026	05/18/2026	Common Stock	35,183	$9.29	0	D

Explanation of Responses:

Remarks:

Amy Rocklin departed Neogen Corp effective March 31, 2026. These shares represent the accelerated portion of her outstanding shares at that time.

	Christopher Sefcheck (attorney in fact)	05/19/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did NEOG (Neogen Corp) insider Amy M. Rocklin do in this Form 4?

Amy M. Rocklin exercised equity awards and settled related taxes. She converted 35,183 Restricted Stock Units into Common Stock and had 10,241 shares withheld to satisfy tax obligations, leaving her with 82,182 directly held shares after the transactions.

How many NEOG shares did Amy M. Rocklin acquire and at what price?

She acquired 35,183 shares of NEOG Common Stock through the conversion of Restricted Stock Units at $9.29 per share. This reflects the exercise of derivative securities into stock rather than an open-market purchase on a stock exchange.

Was there an open-market sale of NEOG shares in this Form 4?

No open-market sale is reported. The 10,241-share disposition is coded as a tax-withholding transaction, meaning shares were delivered back to cover tax liabilities tied to the award exercise, not sold in the public market for discretionary liquidity.

How many NEOG shares does Amy M. Rocklin own after these transactions?

Following the exercise and tax-withholding disposition, Amy M. Rocklin directly holds 82,182 shares of NEOGEN CORP Common Stock. This figure reflects her position after converting Restricted Stock Units and delivering some shares back to meet tax obligations.

What type of derivative security did Amy M. Rocklin convert into NEOG Common Stock?

She converted 35,183 Restricted Stock Units into NEOG Common Stock at $9.29 per unit. After the conversion, the Restricted Stock Units balance for this grant fell to zero, indicating the entire reported RSU position under this award was fully settled.