GeneDx Holdings Corp.·4

May 1, 4:24 PM ET

Feeley Kevin 4

4 · GeneDx Holdings Corp. · Filed May 1, 2026

Research Summary

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GeneDx (WGS) CFO Kevin Feeley Sells Shares to Cover Taxes

What Happened

  • Kevin Feeley, Chief Financial Officer of GeneDx Holdings Corp. (WGS), had 754 restricted stock units (RSUs) settle into 754 shares on April 29, 2026. To cover tax withholding obligations tied to that settlement, he sold 392 of those shares in an open‑market transaction, receiving approximately $25,555 (weighted average price $65.19).

Key Details

  • Transaction date: April 29, 2026. Filing date: May 1, 2026 (timely).
  • RSU settlement: 754 RSUs converted to 754 shares (reported as derivative "exercise/conversion" at $0.00 per share).
  • Sale: 392 shares sold (open market) for a weighted average price of $65.19; sale price range reported as $64.4739 to $65.20 per share.
  • Reason for sale: Sell-to-cover for tax withholding (not a discretionary sale by the reporting person).
  • Holdings after transaction: The filing reports Feeley beneficially owned 34,942 shares of Class A common stock, plus RSUs representing rights to up to 92,419 additional shares and options to purchase up to 25,906 shares (vesting per the grant terms).
  • Vesting notes: The RSU award vests per the schedule in the footnote (25% vested on 4/29/2023 and 4/29/2024, with remaining quarterly tranches through 4/29/2026).

Context

  • This was an RSU settlement with a partial sell-to-cover for taxes — a routine administrative transaction common after vesting, not an independent market-timing sale. The "M" derivative entries reflect conversion/settlement of the RSUs; the subsequent open-market sale was to satisfy withholding.

Insider Transaction Report

Form 4
Period: 2026-04-29
Feeley Kevin
CHIEF FINANCIAL OFFICER
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-04-29+75435,334 total
  • Sale

    Class A Common Stock

    [F2][F3][F4]
    2026-04-29$65.19/sh392$25,55534,942 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F5]
    2026-04-297540 total
    Class A Common Stock (754 underlying)
Footnotes (5)
  • [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 $64.4739 to $65.20 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 range set forth in this footnote.
  • [F4]Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 34,942 shares of Class A Common Stock beneficially owned by the Reporting Person, the Reporting Person beneficially owned RSUs representing contingent rights to receive up to an aggregate of 92,419 shares of Class A Common Stock and options to purchase up to an aggregate of 25,906 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
  • [F5]25% of the total award vested on each of April 29, 2023 and April 29, 2024, and an additional 6.25% of the total award vested or vests thereafter on each quarterly anniversary, subject to the Reporting Person's continued service to the Issuer on each vesting date, with the last tranche vesting on April 29, 2026. 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|2026-05-01

Documents

1 file
  • 4
    form4-05012026_080528.xmlPrimary