Stueland Katherine 4
4 · GeneDx Holdings Corp. · Filed Mar 11, 2026
Research Summary
AI-generated summary of this filing
GeneDx (WGS) CEO Katherine Stueland Sells Shares to Cover Taxes
What Happened Katherine Stueland, CEO of GeneDx Holdings Corp. (WGS), had 6,546 restricted stock units (RSUs) settle on March 9, 2026 (acquired at $0). To satisfy tax withholding on that vesting, 3,678 shares were sold in open-market transactions at a weighted average price of $86.75 for total proceeds of $319,059. The filing also reports the settlement/disposition of the 6,546 RSU-derived shares (reported as derivative activity).
Key Details
- Transaction date: March 9, 2026; Form 4 filed March 11, 2026 (reporting period 3/9/2026).
- Sale: 3,678 shares sold (weighted avg price $86.75); price range $86.5585–$86.75 per footnote. Proceeds ≈ $319,059.
- RSU settlement: 6,546 RSUs settled/treated as acquired at $0 (then disposition reported).
- Reason: Sale was a "sell-to-cover" to satisfy tax withholding obligations (not a discretionary sale by the reporting person).
- Post-transaction holdings: 44,955 shares of Class A common stock beneficially owned, plus RSUs representing up to 445,366 shares and options for 107,610 shares (subject to vesting).
- Vesting note: These RSUs vest 6.25% quarterly (first tranche vested March 9, 2023); RSUs do not have an expiration date per footnote.
Context This was a routine sell-to-cover following RSU settlement rather than an independent open-market sale motivated by trading decisions. The key items for investors are the small net sale (~3,678 shares) and the substantial remaining contingent exposure from unvested RSUs and options.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1]2026-03-09+6,546→ 48,633 total - Sale
Class A Common Stock
[F2][F3][F4]2026-03-09$86.75/sh−3,678$319,059→ 44,955 total - Exercise/Conversion
Restricted Stock Unit
[F1][F5]2026-03-09−6,546→ 19,640 total→ Class A Common Stock (6,546 underlying)
Footnotes (5)
- [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 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.
- [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.5585 to $86.75 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F4]Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 44,955 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 445,366 shares of Class A Common Stock and options to purchase up to an aggregate of 107,610 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
- [F5]6.25% 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.