GeneDx Holdings Corp.·4

Mar 30, 5:30 PM ET

Stueland Katherine 4

4 · GeneDx Holdings Corp. · Filed Mar 30, 2026

Research Summary

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GeneDx (WGS) CEO Katherine Stueland Exercises RSUs, Sells 46,933 Shares

What Happened

  • Katherine Stueland, CEO of GeneDx Holdings Corp. (WGS), had 80,000 restricted stock units (RSUs) convert/settle into shares on 2026-03-26 (acquired at $0 per share). On the same date she sold 46,933 of those shares in multiple open-market transactions to satisfy tax-withholding obligations, producing total proceeds of approximately $2,964,840. The reported sales show weighted-average prices for blocks of shares ranging roughly from $60.93 to $65.61 per share.

Key Details

  • Transaction date: March 26, 2026; Form 4 filed March 30, 2026 (reporting period 2026-03-26).
  • Shares settled/acquired: 80,000 RSU shares at $0.00 (conversion/settlement).
  • Shares sold: 46,933 shares across multiple sales; total proceeds ≈ $2,964,840.
    • Breakdown of sale blocks (weighted-average and ranges per footnotes):
      • 13,229 shares — weighted avg $61.29 (range $60.93–$61.91)
      • 5,117 shares — weighted avg $62.33 (range $61.93–$62.91)
      • 13,412 shares — weighted avg $63.28 (range $62.96–$63.955)
      • 5,292 shares — weighted avg $64.60 (range $63.99–$64.96)
      • 9,883 shares — weighted avg $65.21 (range $65.00–$65.61)
  • Shares/holdings after the transactions: 91,514 shares beneficially owned outright, plus RSUs representing rights to up to 334,695 additional shares and options to purchase 107,610 shares (vest per terms).
  • Notable footnotes: Sales were “sell-to-cover” transactions to satisfy tax withholding on RSU settlement (not discretionary selling). RSUs vest 25% annually with first tranche vested March 26, 2025; RSUs have no expiration (vest or cancel).
  • Filing timeliness: Form shows report date 2026-03-30 for transactions on 2026-03-26 (no late-filing flag provided).

Context

  • This was a routine sell-to-cover following RSU vesting/settlement (common practice): the insider converted RSUs into shares and sold a portion immediately to cover taxes. Such tax-driven disposals are generally not interpreted as a direct trading signal about the insider’s view of the company’s prospects.

Insider Transaction Report

Form 4
Period: 2026-03-26
Stueland Katherine
DirectorCHIEF EXECUTIVE OFFICER
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-03-26+80,000138,447 total
  • Sale

    Class A Common Stock

    [F2][F3]
    2026-03-26$61.29/sh13,229$810,817125,218 total
  • Sale

    Class A Common Stock

    [F2][F4]
    2026-03-26$62.33/sh5,117$318,952120,101 total
  • Sale

    Class A Common Stock

    [F2][F5]
    2026-03-26$63.28/sh13,412$848,699106,689 total
  • Sale

    Class A Common Stock

    [F2][F6]
    2026-03-26$64.60/sh5,292$341,859101,397 total
  • Sale

    Class A Common Stock

    [F2][F7][F8]
    2026-03-26$65.21/sh9,883$644,51391,514 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F9]
    2026-03-2680,000160,000 total
    Class A Common Stock (80,000 underlying)
Footnotes (9)
  • [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 $60.93 to $61.91 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 ranges set forth in this footnote and in footnotes 4 through 7 of this Form 4.
  • [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.93 to $62.91 per share, inclusive.
  • [F5]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.96 to $63.955 per share, inclusive.
  • [F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.99 to $64.96 per share, inclusive.
  • [F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.00 to $65.61 per share, inclusive.
  • [F8]Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 91,514 shares of Class A Common Stock beneficially owned by the Reporting Person, the Reporting Person held RSUs representing contingent rights to receive up to an aggregate 334,695 shares of the Issuer's Class A Common Stock and options to purchase up to an aggregate 107,610 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
  • [F9]25% of the total award vested or vests annually, with the first tranche vested on March 26, 2025, subject to the Reporting Person's continued service to the Issuer on each 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|2026-03-30

Documents

1 file
  • 4
    form4-03302026_080325.xmlPrimary