Peter Zippelius - Oct 28, 2021 Form 4 Insider Report for Catalent, Inc. (CTLT)

Role
Director
Signature
/s/ Andrew C. Goldberg, as attorney-in-fact
Stock symbol
CTLT
Transactions as of
Oct 28, 2021
Transactions value $
$0
Form type
4
Date filed
11/1/2021, 09:09 PM
Next filing
Dec 1, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CTLT Common Stock Award $0 +1.4K +21.81% $0.00 7.83K Oct 28, 2021 Direct F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CTLT Series A Convertible Preferred Stock 385K Oct 28, 2021 Common Stock 7.77M $49.54 See footnote F4, F5, F6, F7, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of Common Stock of the Issuer, par value $0.01 per share (the "Common Stock") underlying restricted stock units awarded to the reporting person in connection with his service as a member of the Issuer's board of directors and comprising the regular, annual grant of restricted stock units provided to non-management directors pursuant to the Issuer's non-management director compensation package. Each restricted stock unit represents the right to receive one share of Common Stock as of the date of vesting which will occur on the earlier of one year from the date of the award and the date of the Issuer's fiscal 2022 annual meeting of shareholders.
F2 Granted as compensation for services.
F3 Represents shares of Common Stock and shares of Common Stock underlying restricted stock units. The shares reported on this row are held by Mr. Zippelius for the benefit of Leonard Green & Partners, L.P. Each restricted stock unit represents the right to receive one share of Common Stock. Of the 7,830 shares of Common Stock reported, 1,402 will vest on the earlier of October 28, 2022 and the date of the Issuer's fiscal 2022 annual meeting of shareholders.
F4 Series A Convertible Preferred Stock, par value $0.01 per share ("Series A Convertible Preferred Stock").
F5 The Series A Convertible Preferred Stock was acquired for $1,000.00 per share and is convertible into Common Stock of the Issuer at a conversion price of $49.5409 per share. The conversion price is subject to certain anti-dilution and other adjustments.
F6 Immediately.
F7 The Series A Convertible Preferred Stock does not have an expiration date.
F8 Green Equity Investors VII, L.P. ("GEI VII"), Green Equity Investors Side VII, L.P. ("GEI Side VII"), LGP Associates VII-A LLC ("Associates VII-A") and LGP Associates VII-B LLC ("Associates VII-B") are the direct owners of the shares reported herein Of the shares reported, 171,928 are owned by GEI VII, 203,156 are owned by GEI Side VII, 972 are owned by Associates VII-A, and 8,721 are owned by Associates VII-B.
F9 Mr. Zippelius directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares owned by GEI VII, GEI Side VII, Associates VII-A, and Associates VII-B. Mr. Zippelius disclaims beneficial ownership of the shares held by each of GEI VII, GEI Side VII, Associates VII-A, and Associates VII-B except to the extent of his pecuniary interest therein, and this report shall not otherwise be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.