SEC Form 4 · accession 0001944119-26-000029
GeneDx Holdings Corp. · WGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin Feeley
Officer — CHIEF FINANCIAL OFFICER
Period of report
Jun 9, 2026
Accepted (ET)
Jun 11, 2026 · 4:12 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001818331
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jun 9, 2026 | M | 2,462 | $0.00 | A | 37,752 | D | |
| Class A Common StockF3 | Jun 9, 2026 | S | 1,266 | $53.77 | D | 36,486 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F4 | — | Jun 9, 2026 | M | 2,462 | D | — | — | Class A Common Stock | 2,462 | 4,925 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration.
- F2The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.
- F3Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 36,486 shares of Class A Common Stock beneficially owned by the Reporting Person, the Reporting Person beneficially owned RSUs representing contingent rights to receive up to an aggregate of 89,240 shares of Class A Common Stock and options to purchase up to an aggregate of 25,906 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
- F46.25% of the total award vested or vests quarterly, subject to the Reporting Person's continued service to the Issuer on each vesting date, and with the first tranche vested on March 9, 2023. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.