GeneDx Holdings Corp.·4

Jun 23, 4:25 PM ET

Casdin Eli 4

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

Research Summary

AI-generated summary of this filing

Updated

GeneDx (WGS) 10% Owner Eli Casdin Exercises Options and Receives RSUs

What Happened
Eli Casdin, reported as a 10% owner (via affiliated funds and entities), reported on June 18, 2026 that he (or entities he controls) exercised/converted 3,576 derivative shares and received a grant of 4,248 restricted stock units (RSUs). All reported items show $0.00 per share (no cash consideration). The exercise/conversion of 3,576 shares was also reported as a disposition on the same date.

Key Details

  • Transaction date: 2026-06-18 (Form filed 2026-06-23 — filed one business day late).
  • Transactions reported:
    • Exercise/conversion (code M): 3,576 shares acquired @ $0.00
    • Grant/award (code A): 4,248 RSUs acquired @ $0.00 (derivative)
    • Exercise/conversion (code M): 3,576 shares disposed @ $0.00 (derivative)
  • Consideration: All items reported at $0.00 (per footnote F1 RSUs settle for no consideration).
  • Shares owned after transaction: Not specified on the supplied report.
  • Ownership structure: Securities are held by affiliated entities (Casdin Partners Master Fund, GP entities, CMLS Holdings); Casdin is the managing member and disclaims direct beneficial ownership except to the extent of pecuniary interest (see F2–F4).
  • Vesting notes: Footnotes indicate RSU vesting schedules — one award vests by the earlier of the 2026 annual meeting or first anniversary (F6); another vests by the earlier of the 2027 annual meeting or first anniversary (F5).
  • Filing timeliness: Report was filed 2026-06-23 for a 2026-06-18 transaction (appears late by one business day).

Context

  • Derivative/RSU explanation: RSUs are contingent rights to receive shares upon settlement for no cash (F1). "Exercise/conversion" entries indicate conversion of derivative securities into or for shares; the back-to-back acquisition and disposition of 3,576 shares suggests a conversion/transfer event rather than a typical open-market sale.
  • Investor note: This filing reflects institutional/affiliate activity by a reported 10% owner and related entities, not a routine executive open-market buy/sell. As always, filings are factual disclosures and do not by themselves indicate the reporting person’s intent or view of the company.

Insider Transaction Report

Form 4
Period: 2026-06-18
Casdin Eli
Director10% Owner
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-06-18+3,57624,093 total
  • Award

    Restricted Stock Unit

    [F1][F5]
    2026-06-18+4,2484,248 total
    Class A Common Stock (4,248 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F6]
    2026-06-183,5760 total
    Class A Common Stock (3,576 underlying)
Holdings
  • Class A Common Stock

    [F2]
    (indirect: By Casdin Partners Master Fund, LP)
    3,707,164
  • Class A Common Stock

    [F3]
    (indirect: By LLC)
    19,247
  • Class A Common Stock

    [F4]
    (indirect: By LLC)
    333,144
Footnotes (6)
  • [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 securities are owned directly by Casdin Partners Master Fund, L.P. (the "Master Fund") and may be deemed to be indirectly beneficially owned by (i) Casdin Capital, LLC, the investment adviser to the Master Fund ("Casdin"), (ii) Casdin Partners GP, LLC, the general partner of the Master Fund (the "GP"), and (iii) the Reporting Person, who is the managing member of Casdin and the GP.
  • [F3]The securities are owned directly by the GP and may be deemed to be indirectly beneficially owned by the Reporting Person, who is the managing member of the GP.
  • [F4]The securities are owned directly by CMLS Holdings LLC ("CMLS Holdings"). The Board of Managers of CMLS Holdings includes the Reporting Person, who, as a member of the Board of Managers of CMLS Holdings, shares voting and investment discretion with respect to securities held by CMLS Holdings.
  • [F5]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.
  • [F6]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

Documents

1 file
  • 4
    form4-06232026_080622.xmlPrimary