GeneDx Holdings Corp. · Exercise / conversion · Class A Common Stock

What does this filing report?

An SEC Form 4 filing for GeneDx Holdings Corp. records an exercise / conversion involving Class A Common Stock on December 1, 2025. The reported quantity was 717. The filing date is December 3, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Filing footnotes & remarks

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 reported total includes 96 shares of the Issuer's Class A Common Stock acquired by the reporting person in one or more transactions with the Issuer pursuant to its Employee Stock Purchase Plan, which transactions are exempt pursuant to Rules 16a3(f)(1)(i)(B) and 16b3(c).

F3

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.

F4

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $162.3501 to $162.5400, 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 ranges set forth in this footnote.

F5

Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 4,193 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 123,163 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.

F6

6.25% of the total award vested or vests quarterly, subject to the Reporting Person's continued service to the Issuer on each vesting date, and with the first tranche vested on December 1, 2022. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.