Feeley Kevin 4
4 · GeneDx Holdings Corp. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
GeneDx (WGS) CFO Kevin Feeley Sells Shares to Cover Taxes
What Happened Kevin Feeley, Chief Financial Officer of GeneDx Holdings Corp. (WGS), had RSUs settle into common shares (3,815 shares on 2026-03-15 and 7,197 shares on 2026-03-16) at $0 per share and sold a portion in open-market transactions to cover tax withholding. He sold 2,384 shares at $76.35 ($182,016), 3,065 shares at $77.05 ($236,157), and 257 shares at $77.94 ($20,029), for total proceeds of approximately $438,202. The RSU settlement entries are reported as exercises/conversions of a derivative (code M) and the sales as open-market disposals (code S).
Key Details
- Transaction dates: RSU settlement/exercise 2026-03-15 and 2026-03-16; open-market sales on 2026-03-16. Form filed 2026-03-17.
- Shares acquired via settlement: 11,012 (3,815 + 7,197) at $0 per share. Shares sold: 5,706 total for ~$438,202.
- Sale price details: weighted-average prices reported; sold slices ranged ~ $75.735–$78.16 per share across transactions (see footnotes F3–F5 for ranges).
- Reason for sale: sell-to-cover tax withholding in connection with RSU vesting (footnote F2); not described as a discretionary investment sale.
- Holdings after transactions (footnote F6): 27,148 shares beneficially owned plus RSUs representing rights to up to 109,423 additional shares and options to purchase 25,906 shares.
- Vesting notes: portions of the awards vest annually/quarterly per footnotes F7 and F8.
- Filing timeliness: reported on 2026-03-17 for transactions on 3/15–3/16; no late filing indicated.
Context These transactions reflect routine “sell-to-cover” activity following RSU vesting (RSUs convert to shares for no cash cost, then some shares are sold to pay required tax withholding). Such tax-withholding sales are common and do not necessarily indicate a change in the insider’s view of the company. Feeley retained a meaningful position plus unvested RSUs/options after the transactions.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1]2026-03-15+3,815→ 25,657 total - Exercise/Conversion
Class A Common Stock
[F1]2026-03-16+7,197→ 32,854 total - Sale
Class A Common Stock
[F2][F3]2026-03-16$76.35/sh−2,384$182,016→ 30,470 total - Sale
Class A Common Stock
[F2][F4]2026-03-16$77.05/sh−3,065$236,157→ 27,405 total - Sale
Class A Common Stock
[F2][F5][F6]2026-03-16$77.94/sh−257$20,029→ 27,148 total - Exercise/Conversion
Restricted Stock Unit
[F1][F7]2026-03-15−3,815→ 11,446 total→ Class A Common Stock (3,815 underlying) - Exercise/Conversion
Restricted Stock Unit
[F1][F8]2026-03-16−7,197→ 28,787 total→ Class A Common Stock (7,197 underlying)
Footnotes (8)
- [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 $75.735 to $76.73 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 and 5 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 $76.74 to $77.71 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 $77.75 to $78.16 per share, inclusive.
- [F6]Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 27,148 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 109,423 shares of the Issuer's Class A Common Stock and options to purchase up to an aggregate 25,906 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
- [F7]25% of the award vested or vests annually on the anniversary of the grant date, with the first tranche vested on March 15, 2026, 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.
- [F8]6.25% of the total award vested or vests quarterly, with the first tranche vested on June 16, 2023, 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.