Sec Form 4 Filing - Gennadios Aristippos @ Catalent, Inc. - 2020-06-25

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Gennadios Aristippos 2. Issuer Name and Ticker or Trading Symbol Catalent, Inc. [ CTLT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President Softgel & Oral Tech (Last) (First) (Middle) C/O CATALENT, INC., 14 SCHOOLHOUSE ROAD 3. Date of Earliest Transaction (MM/DD/YY) 06/25/2020 (Street) SOMERSET, NJ08873 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 06/25/2020 M( 1 ) 11,799 A $ 24.44 56,319 ( 2 ) D Common Stock 06/25/2020 F( 3 ) 7,039 D $ 73 49,280 ( 2 ) D Common Stock 06/25/2020 M( 1 ) 10,456 A $ 31.96 59,736 ( 2 ) D Common Stock 06/25/2020 F( 3 ) 6,891 D $ 73 52,845 ( 2 ) D Common Stock 06/25/2020 S( 1 ) 8,325 D $ 73 44,520 ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Options to purchase Common Stock $ 24.44 06/25/2020 M( 1 ) 11,799 ( 4 ) 07/26/2026 Common Stock 11,799 $ 0 3,936 D Options to purchase Common Stock $ 31.96 06/25/2020 M( 1 ) 10,456 08/27/2016( 5 ) 08/27/2025 Common Stock 10,456 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Gennadios Aristippos C/O CATALENT, INC. 14 SCHOOLHOUSE ROAD SOMERSET, NJ08873 President Softgel & Oral Tech Signatures /s/ Jose Ibietatorremendia, attorney-in-fact 06/29/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person in order to implement a plan of financial diversification. ( 2 )Includes restricted stock units. ( 3 )Represents shares withheld to pay the exercise price and applicable withholding taxes associated with the exercise of stock options pursuant to the Rule 10b5-1 trading plan noted in footnote 1. ( 4 )On July 26, 2016, the reporting person was granted options to purchase 15,735 shares of common stock of the Issuer, which vest and become exercisable in four equal installments beginning July 26, 2017. ( 5 )On August 27, 2015, the reporting person was granted options to purchase 10,456 shares of common stock of the Issuer, which vested and became exercisable in four equal annual installments beginning on August 27, 2016.

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).

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