RUCH JOSHUA 4

4 · GeneDx Holdings Corp. · Filed Jun 23, 2026

AI-generated summary of this filing

Updated Jun 23, 2026

GeneDx (WGS) Director Joshua Ruch Receives RSUs, Converts Derivatives

What Happened

Joshua Ruch, a director of GeneDx Holdings Corp. (WGS), was granted 4,248 restricted stock units (RSUs) on 2026-06-18 (reported on a Form 4 filed 2026-06-23). On the same date he also recorded conversion/exercise transactions of 3,576 derivative units that were both acquired and disposed on 2026-06-18. All transactions are reported with a $0.00 per-share price, yielding $0 reported cash value.
The grant (code A) is an award of RSUs; the M-code entries are conversion/exercise of derivatives. The same-day acquire-and-dispose of 3,576 shares indicates conversion/settlement activity rather than a standard open-market purchase.

Key Details

Transaction dates: 2026-06-18 (transactions); Form 4 filed 2026-06-23 (appears filed ~5 days after the transaction and later than the usual 2-business-day Form 4 deadline).
Reported amounts/prices: 4,248 RSUs granted @ $0.00; 3,576 derivative units converted/acquired @ $0.00 and 3,576 derivative units converted/disposed @ $0.00.
Shares owned after transaction: not specified in the provided filing data.
Relevant footnotes:
- F1: Each RSU represents a contingent right to receive 1 share upon settlement for no consideration.
- F3/F4: Vesting schedules — the new RSU award vests on the earlier of the 2027 annual meeting or first anniversary (F3); the earlier award/units vested or vest on the earlier of the 2026 annual meeting or first anniversary (F4).
- F2: Reporting person is managing member of certain entities (Kariba, RUGU2, Q9) and disclaims beneficial ownership of securities held by those entities except to the extent of any pecuniary interest.
Filing timeliness: filed 2026-06-23 for 2026-06-18 transactions; appears late relative to the standard 2-business-day Form 4 filing requirement.

Context

RSUs are awards that convert into shares upon settlement (per F1) and are commonly used as compensation; they are acquisitions (not open-market purchases) and do not necessarily signal a personal cash investment by the insider.
The M-code conversions recorded at $0 likely reflect conversion/settlement of derivative awards (or transfers related to settlement/withholding), not a cash purchase or reported cash sale — the filing does not specify the reason for the same-day disposition.

Form 4

Period: 2026-06-18

Director

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-06-18+3,576→ 33,299 total
Award
Restricted Stock Unit
[F1][F3]
2026-06-18+4,248→ 4,248 total
→ Class A Common Stock (4,248 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F4]
2026-06-18−3,576→ 0 total
→ Class A Common Stock (3,576 underlying)

Holdings

Footnotes (4)

[F1]Each 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.
[F2]The Reporting Person is a managing member of: (i) Kariba LLC ("Kariba"); (ii) RUGU2 LLC ("RUGU2"); and (iii) the managing member of the general partner of Vaal Investment Partners Q9 LP ("Q9"). As such, the Reporting Person may be deemed to exercise voting and investment discretion with respect to securities directly held by Kariba, RUGU2, and Q9. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.
[F3]The entire award shall vest on the earlier of the (i) date of the 2027 annual meeting of the Issuer's stockholders, or (ii) first anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
[F4]The entire award vested or vests on the earlier of the: (i) date of the 2026 annual meeting of the Issuer's stockholders, or (ii) first anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.

Signature

/s/ Bridget Brown, Attorney-in-Fact|2026-06-23

1 file