Hanna John Walter JR 4

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.