Hanna John Walter JR 4

4 · CareDx, Inc. · Filed Jun 30, 2026

AI-generated summary of this filing

Updated Jun 30, 2026

CareDx (CDNA) CEO John W. Hanna Jr. Exercises Options, Sells Shares

What Happened

John W. Hanna Jr., President, CEO and Director of CareDx (CDNA), exercised options to acquire 70,000 shares (multiple exercises in June 2026) at an $8.20 strike price, paying about $574,000 in total. He then sold 40,000 shares in open‑market transactions, generating roughly $1.17 million in proceeds. The exercises are reported with matching zero‑dollar derivative dispositions (conversion of options into common stock).

Key Details

Transactions:
- Exercised/options acquired (code M): 706 shares on 2026-06-04; 13,618 on 2026-06-11; 15,676 on 2026-06-15; 100 on 2026-06-26; 39,900 on 2026-06-29 — total 70,000 shares at $8.20 each (total cost ≈ $574,000).
- Open‑market sales (code S): 100 shares on 2026-06-26 at $29.00 (proceeds $2,900); 39,900 shares on 2026-06-29 at an average $29.24 (proceeds $1,166,836). Total sale proceeds ≈ $1,169,736.
Footnotes of note:
- F1: The sales were executed under a Rule 10b5‑1 trading plan adopted by Mr. Hanna on December 12, 2025.
- F2: The reported sale price is a weighted average; shares were sold across prices between $29.00 and $29.58. Detailed per‑trade pricing is available on request.
- F3: The option vesting schedule: 1/4 vested April 15, 2025, then 1/48 monthly thereafter.
Shares owned after the reported transactions are not provided in the excerpt; see the full Form 4 for current holdings.
Filing timeliness: Form 4 was filed on 2026-06-30, while some transactions began on 2026-06-04 (outside the typical 2-business-day reporting window), so the filing is later than the standard prompt-reporting period.

Context

This was an exercise of stock options (derivative transactions) followed by partial immediate open‑market sale of the acquired shares. The pattern—exercise then sale—often reflects exercising vested options and selling some shares to cover exercise cost, taxes, or diversify, but motives are not stated in the filing.
The presence of a 10b5‑1 plan means the sales were pre‑arranged; such plans can allow scheduled sales regardless of current insider knowledge.

Form 4

Period: 2026-06-04

DirectorPresident and CEO

Transactions

Exercise/Conversion
Common Stock
2026-06-04$8.20/sh+706$5,789→ 632,665 total
Exercise/Conversion
Common Stock
2026-06-11$8.20/sh+13,618$111,668→ 646,283 total
Exercise/Conversion
Common Stock
2026-06-15$8.20/sh+15,676$128,543→ 661,959 total
Exercise/Conversion
Common Stock
2026-06-26$8.20/sh+100$820→ 662,059 total
Sale
Common Stock
[F1]
2026-06-26$29.00/sh−100$2,900→ 661,959 total
Exercise/Conversion
Common Stock
2026-06-29$8.20/sh+39,900$327,180→ 701,859 total
Sale
Common Stock
[F1][F2]
2026-06-29$29.24/sh−39,900$1,166,836→ 661,959 total
Exercise/Conversion
Employee Stock Option (right to buy)
[F3]
2026-06-04−706→ 700,000 total
Exercise: $8.20Exp: 2034-04-14→ Common Stock (706 underlying)
Exercise/Conversion
Employee Stock Option (right to buy)
[F3]
2026-06-11−13,618→ 686,382 total
Exercise: $8.20Exp: 2034-04-14→ Common Stock (13,618 underlying)
Exercise/Conversion
Employee Stock Option (right to buy)
[F3]
2026-06-15−15,676→ 670,706 total
Exercise: $8.20Exp: 2034-04-14→ Common Stock (15,676 underlying)
Exercise/Conversion
Employee Stock Option (right to buy)
[F3]
2026-06-26−100→ 670,606 total
Exercise: $8.20Exp: 2034-04-14→ Common Stock (100 underlying)
Exercise/Conversion
Employee Stock Option (right to buy)
[F3]
2026-06-29−39,900→ 630,706 total
Exercise: $8.20Exp: 2034-04-14→ Common Stock (39,900 underlying)

Footnotes (3)

[F1]The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 12, 2025.
[F2]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.00 to $29.58 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the 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.
[F3]1/4th of the shares subject to the option shall vest on April 15, 2025 and 1/48th of the shares subject to the option shall vest monthly thereafter.

Signature

/s/ John Walter Hanna, Jr.|2026-06-30

1 file