BNGO counsel reports small tax share withholding

Bionano Genomics, Inc. general counsel Jonathan V. Dixon reported a routine tax-related share withholding.

Rhea-AI Filing Summary

Bionano Genomics, Inc. general counsel Jonathan V. Dixon reported a routine tax-related share withholding. When a restricted stock unit (RSU) award vested on June 3, 2026, the company withheld 24 shares of common stock at $1.30 per share to cover tax obligations. After this non-market disposition, Dixon directly holds 239 common shares.

Insider Trade Summary

Exercise Price or Tax Liability: 24 shares

Exercise Price or Tax Liability 1 txn

Insider Dixon Jonathan V.

Role GENERAL COUNSEL

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	24	$1.30	$31.20

Holdings After Transaction: Common Stock — 239 shares (Direct)

Footnotes (1)

1. F1. The reporting person is reporting the withholding by the Issuer of an aggregate of 24 shares of common stock in connection with shares that vested on June 3, 2026, pursuant to an RSU award granted on June 3, 2024, but that were not issued in order to satisfy the reporting person's tax withholding obligations upon settlement of the RSU award.

Key Figures

Shares withheld for taxes: 24 shares Withholding reference price: $1.30 per share Shares held after transaction: 239 shares +1 more

4 metrics

Shares withheld for taxes 24 shares Withheld upon RSU vesting on June 3, 2026

Withholding reference price $1.30 per share Value used for tax-withholding disposition

Shares held after transaction 239 shares Direct common stock ownership after withholding

RSU grant date June 3, 2024 Original grant date of RSU award that vested in 2026

Key Terms

RSU award, tax withholding obligations, tax-withholding disposition

3 terms

RSU award financial

"in connection with shares that vested on June 3, 2026, pursuant to an RSU award granted on June 3, 2024"

tax withholding obligations financial

"were not issued in order to satisfy the reporting person's tax withholding obligations upon settlement of the RSU award"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Bionano Genomics (BNGO) report for Jonathan V. Dixon?

Bionano Genomics reported that general counsel Jonathan V. Dixon had 24 common shares withheld by the company to cover taxes on a vested RSU award. This was a non-market tax-withholding disposition, not an open-market share sale.

Was the BNGO insider transaction an open-market sale of shares?

No, the BNGO insider transaction was not an open-market sale. The issuer withheld 24 common shares to satisfy Jonathan V. Dixon’s tax obligations upon RSU settlement, a standard administrative process rather than a discretionary sale decision.

How many Bionano Genomics shares were withheld for taxes in this Form 4?

The company withheld 24 shares of Bionano Genomics common stock at $1.30 per share. These shares were retained by the issuer to cover Jonathan V. Dixon’s tax liabilities when his RSU award vested on June 3, 2026.

How many BNGO shares does Jonathan V. Dixon hold after this tax-withholding event?

Following the tax-withholding disposition, Jonathan V. Dixon directly holds 239 shares of Bionano Genomics common stock. The Form 4 shows this balance after the 24 shares were withheld by the issuer to satisfy his RSU-related tax obligations.

What RSU award triggered the Bionano Genomics tax-withholding transaction?

The tax-withholding transaction was triggered by an RSU award granted on June 3, 2024. When those RSUs vested on June 3, 2026, Bionano Genomics withheld 24 common shares from settlement to cover Jonathan V. Dixon’s associated tax obligations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/03/2026 - 08:52 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Dixon Jonathan V.

(Last) (First) (Middle)

C/O BIONANO GENOMICS, INC.

9540 TOWNE CENTRE DRIVE, SUITE 100

(Street)

SAN DIEGO CALIFORNIA 92121

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Bionano Genomics, Inc. [ BNGO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	GENERAL COUNSEL

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/03/2026		F(1)		24(1)	D	$1.3	239	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person is reporting the withholding by the Issuer of an aggregate of 24 shares of common stock in connection with shares that vested on June 3, 2026, pursuant to an RSU award granted on June 3, 2024, but that were not issued in order to satisfy the reporting person's tax withholding obligations upon settlement of the RSU award.

	/s/ Jonathan V. Dixon, Attorney-in-Fact	06/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)