NEOGEN CORP

On August 15, 2025, we made the following grants of equity to Mikhael Nassif, the CEO of the Company: (1) options to purchase up to 473,352 shares of our common stock (with four-year ratable vesting), as part of his sign-on equity award, (2) 184,162 restricted stock units (with four-year ratable vesting), as part of his sign-on equity award, (3) options to purchase up to 1,065,042 shares of our common stock (with three-year ratable vesting), as part of his fiscal year 2026 long-term incentive award, and (4) 414,365 performance share units (which are earnable over a three-year performance period), as part of his fiscal year 2026 long-term incentive award. These equity awards were granted as inducement grants in connection with his appointment as CEO effective August 11, 2025, as described in the Form 8-K filed by us on July 24, 2025. All options were granted at an exercise price of $5.43, the closing price of our common stock as of the grant date. The PSUs are further described in the Form 8-K filed by us on August 21, 2025. All of these equity awards were made according to the exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended.

In October 2018, our Board of Directors authorized a program to purchase, subject to market conditions, up to 6,000,000 shares of our common stock. The program does not have any scheduled expiration date. As of August 31, 2025, a total of 5,900,000 shares of common stock remained available for repurchase under this program. The following is a summary of share repurchase activity during the fiscal quarter ended August 31, 2025: