| 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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Emergent BioSolutions Inc. [ EBS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/03/2021 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 12/03/2021 | J(1) | 3,018,644 | A | $0.00 | 3,018,644 | I | See Footnote(2) | ||
| Common Stock | 12/03/2021 | J(1) | 274,930 | A | $0.00 | 274,930 | I | See Footnote(3) | ||
| Common Stock | 12/03/2021 | J(1) | 206,434 | A | $0.00 | 206,434 | I | See Footnote(4) | ||
| Common Stock | 1,136,971 | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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. On December 3, 2021, each of Intervac L.L.C., a Maryland limited liability company ("Intervac"), and BioVac, L.L.C., a Maryland limited liability company ("BioVac"), effected a pro-rata liquidating distribution to their respective members of shares of the Issuer's common stock for no consideration (the "Distribution"). In prior reports filed by the reporting person pursuant to Section 16, the reporting person reported indirect beneficial ownership over shares of the Issuer's common stock held by Intervac and BioVac. After giving effect to the Distribution, the reporting person no longer has beneficial ownership over 164,610 shares of the Issuer's common stock that was previously reported as beneficially owned by BioVac. |
| 2. Held by the Yahia Fuad El-Hibri Revocable Trust, for which the reporting person serves as the Trustee. Comprised of (i) 1,659,099 shares of the Issuer's common stock previously reported as beneficially owned by Intervac and (ii) 1,359,545 shares of the Issuer's common stock previously reported as beneficially owned by BioVac. The reporting person expressly disclaims beneficial ownership of any shares of the Issuer's common stock owned by the Yahia Fuad El-Hibri Revocable Trust except to the extent of his pecuniary interest therein. |
| 3. Held by the El-Hibri Family Trust, for which the reporting person's wife serves as the Trustee. The reporting person expressly disclaims beneficial ownership of any shares of the Issuer's common stock owned by the El Hibri Family Trust except to the extent of his pecuniary interest therein. |
| 4. Held by the El-Hibri Decedents Trust, for which the reporting person serves as the Trustee. The reporting person expressly disclaims beneficial ownership of any shares of the Issuer's common stock owned by the El-Hibri Decendents Trust except to the extent of his pecuniary interest therein. |
| Remarks: |
| /s/ Carl A. Valenstein, attorney-in-fact | 12/07/2021 | |
| ** 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. | ||