Beers David C

SEC source: 0001641172-25-004820 · ownership.xml · derivative · entry 3

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,025

Underlying: Class A Common Stock · 1,025 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Each restricted stock unit is the economic equivalent of one share of Celularity Inc. Class A Common Stock.

F4 · derivative.exercise_date: On April 13, 2022, the reporting person was granted 4,101 RSUs, 25% of which vested on April 13, 2025. The Class A Common Stock into which such vested RSUs converted on April 13, 2025 is reported in Table I on this Form 4.

F4 · derivative.expiration_date: On April 13, 2022, the reporting person was granted 4,101 RSUs, 25% of which vested on April 13, 2025. The Class A Common Stock into which such vested RSUs converted on April 13, 2025 is reported in Table I on this Form 4.

SEC source: 0001641172-25-004820 · ownership.xml · nonDerivative · entry 2

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 18,201

F2 · kind: This line reflects the tax withholding on the vesting of RSUs that vested on April 13, 2025.

SEC source: 0001641172-25-004820 · ownership.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 18,561

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Represents the conversion upon vesting of restricted stock units (RSUs) into Class A Common Stock. On April 13, 2022, the reporting person was granted 4,101 RSUs, 25% of which vested on April 13, 2025. Such RSUs were previously reported in Table II on a Form 4 filed with the SEC on April 28, 2022.

F1 · shares: Represents the conversion upon vesting of restricted stock units (RSUs) into Class A Common Stock. On April 13, 2022, the reporting person was granted 4,101 RSUs, 25% of which vested on April 13, 2025. Such RSUs were previously reported in Table II on a Form 4 filed with the SEC on April 28, 2022.

SEC source: 0001493152-25-007599 · ownership.xml · derivative · entry 3

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: Not disclosed

Underlying: Class A Common Stock · 12,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Each restricted stock unit is the economic equivalent of one share of Celularity Inc. Class A Common Stock.

F4 · derivative.exercise_date: On February 17, 2023, the reporting person was granted 12,500 RSUs, which vested on February 17, 2025. The Class A Common Stock into which such vested RSUs converted on February 17, 2025 is reported in Table I on this Form 4.

F4 · derivative.expiration_date: On February 17, 2023, the reporting person was granted 12,500 RSUs, which vested on February 17, 2025. The Class A Common Stock into which such vested RSUs converted on February 17, 2025 is reported in Table I on this Form 4.

SEC source: 0001493152-25-007599 · ownership.xml · nonDerivative · entry 2

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 17,536

F2 · kind: This line reflects the tax withholding on the vesting of RSUs that vested on February 17, 2025.

SEC source: 0001493152-25-007599 · ownership.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 21,932

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Represents the conversion upon vesting of restricted stock units (RSUs) into Class A Common Stock. On February 17, 2023, the reporting person was granted 12,500 RSUs, which vested on February 17, 2025. Such RSUs were previously reported in Table II on a Form 4 filed with the SEC on February 22,2023.

F1 · shares: Represents the conversion upon vesting of restricted stock units (RSUs) into Class A Common Stock. On February 17, 2023, the reporting person was granted 12,500 RSUs, which vested on February 17, 2025. Such RSUs were previously reported in Table II on a Form 4 filed with the SEC on February 22,2023.

SEC source: 0001493152-24-014943 · ownership.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 23,983

F1 · shares: Represents shares withheld by the Issuer to satisfy the Reporting Person's tax obligations associated with the vesting and settlement of restricted stock units ("RSUs") granted under the Celularity Inc. 2021 Equity Incentive Plan (the "2021 Plan") and does not represent a sale.

F2 · balance_after: Includes 23,319 shares underlying RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of the Issuer's Class A common stock subject to vesting.

F3 · balance_after: On February 29, 2024, the Issuer effected a 1-for-10 reverse stock split (the "Reverse Stock Split") on its Common Stock. The number of securities reported on this Form 4 have been adjusted to reflect the Reverse Stock Split.

SEC source: 0001493152-24-007473 · ownership.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 243,437

F1 · shares: Represents shares withheld by the Issuer to satisfy the Reporting Person's tax obligations associated with the vesting and settlement of restricted stock units ("RSUs") granted under the Celularity Inc. 2021 Equity Incentive Plan (the "2021 Plan") and does not represent a sale.

F2 · balance_after: Includes 236,791 shares underlying RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of the Issuer's Class A common stock subject to vesting.

SEC source: 0001493152-24-007473 · ownership.xml · derivative · entry 2

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 183,612

Underlying: Class A Common Stock · 183,612 shares

Expires 2034-02-15

F3 · derivative.exercise_date: The option was granted pursuant to the 2021 Plan. The shares underlying such option will vest in equal quarterly installments during 2024 such that 25% of the option will vest on each of March 31, 2024, June 30, 2024, September 30, 2024 and December 31, 2024, subject to the Reporting Person's continuous service with the Issuer through each such date.

SEC source: 0000899243-23-011340 · doc4.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 287,405

F1 · shares: Represents shares withheld by the Issuer to satisfy its tax withholding obligations associated with the vesting and settlement of restricted stock units ("RSUs") granted under the Celularity Inc. 2021 Equity Incentive Plan (the "2021 Plan") and does not represent a sale.

F2 · balance_after: Includes 280,759 shares underlying RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of the Issuer's Class A common stock subject to vesting.

SEC source: 0000899243-23-005919 · doc4.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 291,011

F1 · price: These shares represent restricted stock units ("RSUs") granted under the Celularity Inc. 2021 Plan, with each RSU representing a right to receive one share of the Issuer's Class A Common Stock. The RSUs is subject to time-based vesting over a two-year period, with 50% vesting on the one-year anniversary of the grant date, and the remainder vesting on the two-year anniversary of the grant date, and subject to the Reporting Person's continuous service on each vesting date.

F2 · balance_after: These shares represent 291,011 shares underlying RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of the Issuer's Class A common stock subject to vesting.

SEC source: 0000899243-22-015906 · doc4.xml · derivative · entry 2

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 120,251

Underlying: Class A Common Stock · 120,251 shares

Expires 2032-04-13

F2 · derivative.exercise_date: This option shall vest and become exercisable over a four-year period, with 25% of the option vesting on the one-year anniversary of the grant date, and the remainder vesting in equal monthly installments thereafter so that vested in full on the four-year anniversary of the grant date, and subject to the Reporting Person's continuous service on each vesting date.

SEC source: 0000899243-22-015906 · doc4.xml · nonDerivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 41,011

F1 · price: These shares represent restricted stock units ("RSUs") granted under the Celularity Inc. 2021 Plan, with each RSU representing a right to receive one share of the Issuer's Class A Common Stock. The RSUs is subject to time-based vesting over a four-year period, with 25% vesting on the one-year anniversary of the grant date, and the remainder vesting in equal annual installments thereafter so that vested in full on the four-year anniversary of the grant date, and subject to the Reporting Person's continuous service on each vesting date.

SEC source: 0001213900-21-047738 · ownership.xml · derivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 153,718

Underlying: Class A Common Stock · 153,718 shares

Expires 2031-09-09

F1 · derivative.exercise_date: This option shall vest and become exercisable as follows: 50% is fully-vested as of the grant date; 50% is subject to time-based vesting over a four-year period from the July 16, 2021 closing of the business combination, with 25% of this tranche vesting on the one-year anniversary of the closing (July 16, 2022), and the remainder vesting monthly thereafter so that vested in full on the four-year anniversary of the business combination closing date, and subject to the Reporting Person's continuous service on each vesting date.

SEC source: 0001209191-21-047517 · doc4.xml · derivative · entry 2

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 76,859

Underlying: Class A Common Stock · 76,859 shares

Expires 2031-07-16

F2 · price: Pursuant to the Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021 (the "Business Combination Agreement"), by and among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc. ("Legacy Celularity"), each security to purchase shares of Legacy Celularity common stock issued and outstanding immediately prior to the effective time of the transactions contemplated by the Business Combination Agreement was automatically converted into a security to purchase a number of shares of the Issuer's common stock based on a 1-to-0.768594024295126 conversion ratio. Upon consummation of the business combination, GX changed its name to "Celularity Inc."

F3 · derivative.exercise_date: This option is fully vested and exercisable.

SEC source: 0001209191-21-047517 · doc4.xml · derivative · entry 1

Beers David C · CIK 0001869583 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 538,015

Underlying: Class A Common Stock · 538,015 shares

Expires 2031-07-16

F2 · price: Pursuant to the Merger Agreement and Plan of Merger and Reorganization, dated January 8, 2021 (the "Business Combination Agreement"), by and among GX Acquisition Corp. ("GX"), Alpha First Merger Sub Corp., Celularity LLC and Celularity Inc. ("Legacy Celularity"), each security to purchase shares of Legacy Celularity common stock issued and outstanding immediately prior to the effective time of the transactions contemplated by the Business Combination Agreement was automatically converted into a security to purchase a number of shares of the Issuer's common stock based on a 1-to-0.768594024295126 conversion ratio. Upon consummation of the business combination, GX changed its name to "Celularity Inc."

F1 · derivative.exercise_date: This option shall vest and become exercisable over a period of four years from the Vesting Start Date, January 31, 2020, with 25% vesting on the one year anniversary of the Vesting Start Date, and the remainder vesting over a period of 36 months thereafter, subject to the Reporting Person's continuous service with the Issuer on each such date.