Nicolette D. Sherman - Mar 31, 2023 Form 4 Insider Report for Certara, Inc. (CERT)

Role: CHIEF HUMAN RESOURCES OFFICER
Signature: /s/ Richard M. Traynor as attorney-in-fact for Nicolette D. Sherman
Stock symbol: CERT
Transactions as of: Mar 31, 2023
Transactions value $: -$29,774
Form type: 4
Date filed: 4/3/2023, 04:53 PM
Previous filing: Aug 2, 2022
Next filing: Aug 2, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CERT	Common Stock	Options Exercise	$0	+3.99K	+31.15%	$0.00	16.8K	Mar 31, 2023	Direct	F1, F2
transaction	CERT	Common Stock	Tax liability	-$29.8K	-1.25K	-7.45%	$23.80	15.5K	Mar 31, 2023	Direct	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
transaction	CERT	Restricted Stock Units	Options Exercise	$0	-3.99K	-33.33%	$0.00	7.98K	Mar 31, 2023	Common Stock	3.99K		Direct	F1
transaction	CERT	Restricted Stock Units	Options Exercise	$0	+12.7K		$0.00	12.7K	Apr 1, 2023	Common Stock	12.7K		Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") was granted on April 1, 2022, under the Certara, Inc. 2020 Incentive Plan ("2020 Incentive Plan") and represents a right to receive one share of common stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on March 31, 2023. The remaining two-thirds of the RSUs are scheduled to vest and settle in two equal installments on April 1, 2024, and April 1, 2025.
F2	The total reported in Column 5 includes 6,738 RSUs which was previously reported in Table 1 of Form 4.
F3	Represents RSUs withheld to satisfy the tax withholding obligations in connection with the vesting and settlement of RSUs, exempt under Rule 16b-3.
F4	Each RSU was granted on April 1, 2023, under the 2020 Incentive Plan and represents a right to receive one share of common stock or the cash equivalent thereof. The RSUs will vest and settle in three equal installments on April 1, 2024, April 1, 2025, and April 1, 2026.