GeneDx Holdings Corp.·4

Mar 30, 5:38 PM ET

Feeley Kevin 4

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

Research Summary

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GeneDx (WGS) CFO Kevin Feeley Sells Shares After RSU Vesting

What Happened

  • Kevin Feeley, Chief Financial Officer of GeneDx (WGS), had 16,250 restricted stock units (RSUs) convert to 16,250 shares on March 26, 2026 (acquired at $0 per share). To satisfy tax withholding tied to that vesting, he sold a portion of the shares in multiple open-market transactions, disposing of 8,818 shares for total reported proceeds of $557,051. The filing records both the RSU conversion (derivative exercise/conversion) and the subsequent share sales; these were sell-to-cover transactions rather than discretionary stock sales.

Key Details

  • Transaction date: March 26, 2026 (Form 4 filed 2026-03-30).
  • RSU conversion: 16,250 shares acquired at $0.00 (per footnote: RSUs convert to 1 share each upon settlement for no consideration).
  • Open-market sales (weighted average prices and reported price ranges):
    • 2,485 shares at $61.29 (range $60.93–$61.91)
    • 961 shares at $62.33 (range $61.93–$62.91)
    • 2,520 shares at $63.28 (range $62.96–$63.955)
    • 995 shares at $64.60 (range $63.99–$64.96)
    • 1,857 shares at $65.21 (range $65.00–$65.61)
  • Total open-market proceeds: ~$557,051.
  • Holdings after the transactions (per filing): 34,580 shares beneficially owned, plus RSUs representing rights to up to 93,173 additional shares and options for up to 25,906 shares (these awards vest per their terms).
  • Notable footnotes: sales were to satisfy tax withholding obligations (sell-to-cover) and were not discretionary (F2); weighted-average prices reported with per-tranche price ranges (F3–F7). No late filing is indicated on the form.

Context

  • RSUs: represent a contingent right to receive one share each upon settlement (no purchase price), and vesting here triggered tax withholding. Sell-to-cover transactions are routine to fund withholding and are not necessarily a signal of changing insider sentiment. The RSU award vests 25% annually (first tranche vested March 26, 2025), and remaining RSUs/options vest over time per the award terms.

Insider Transaction Report

Form 4
Period: 2026-03-26
Feeley Kevin
CHIEF FINANCIAL OFFICER
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-03-26+16,25043,398 total
  • Sale

    Class A Common Stock

    [F2][F3]
    2026-03-26$61.29/sh2,485$152,30840,913 total
  • Sale

    Class A Common Stock

    [F2][F4]
    2026-03-26$62.33/sh961$59,90139,952 total
  • Sale

    Class A Common Stock

    [F2][F5]
    2026-03-26$63.28/sh2,520$159,46337,432 total
  • Sale

    Class A Common Stock

    [F2][F6]
    2026-03-26$64.60/sh995$64,27636,437 total
  • Sale

    Class A Common Stock

    [F2][F7][F8]
    2026-03-26$65.21/sh1,857$121,10334,580 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F9]
    2026-03-2616,25032,500 total
    Class A Common Stock (16,250 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 34,580 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 93,173 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.
  • [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_090356.xmlPrimary