CODX director reports 57,499-share Form 4 acquisition from RSUs

Rhea-AI Filing Summary

Co-Diagnostics, Inc. director reports equity award vesting and share increase. On 11/23/2025, the reporting person acquired 57,499 shares of Co-Diagnostics common stock at a price of $0.00 per share, reflecting the vesting and settlement of restricted stock units. Following this transaction, the director beneficially owns 269,166 shares of common stock directly and 170,834 restricted stock units.

The vested and remaining restricted stock units come from prior awards of 40,000, 70,000, 110,000, and 125,000 units granted between January 2023 and August 2025 under the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan, which vest in six equal installments every six months starting on their respective commencement 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

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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^*

Durenard Eugene

(Last) (First) (Middle)

2401 S. FOOTHILL DRIVE SUITE D

(Street)

SALT LAKE CITY UT 84109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Co-Diagnostics, Inc. [ CODX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/23/2025

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

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

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

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	11/23/2025		A		57,499(1)	A	$0.00	269,166	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
Restricted Stock Unit	$0.00	11/23/2025		M			57,499	(1)	(1)	Common Stock	228,333	$0.00	170,834	D

Explanation of Responses:

1. Included in 40,000 restricted stock units awarded to the Reporting Person on January 17, 2023, pursuant to the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan, and vest in six equal installments every six months commencing on May 23, 2023. Included in 70,000 restricted stock units awarded to the Reporting Person on June 12, 2023, pursuant to the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan, and vest in six equal installments every six months commencing on November 23, 2023. Included in 110,000 restricted stock units awarded to the Reporting Person on April 26, 2024, pursuant to the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan, and vest in six equal installments every six months commencing on November 23, 2024. Included in 125,000 restricted stock units awarded to the Reporting Person on August 13, 2025, pursuant to the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan, and vest in six equal installments every six months commencing on November 23, 2025.

Remarks:

	/s/ Eugene Durenard	11/24/2025
	** 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.

FAQ

What did the Co-Diagnostics (CODX) director report in this Form 4?

The director reported the acquisition of 57,499 shares of Co-Diagnostics common stock on 11/23/2025 at a price of $0.00 per share, resulting from the vesting and settlement of restricted stock units.

How many Co-Diagnostics (CODX) shares does the director own after this transaction?

After the reported transaction, the director beneficially owns 269,166 shares of Co-Diagnostics common stock directly, plus 170,834 restricted stock units.

What is the nature of the 57,499 CODX shares acquired on 11/23/2025?

The 57,499 shares of Co-Diagnostics common stock were acquired at $0.00 per share upon the vesting of restricted stock units granted under the company’s 2015 Long Term Incentive Plan.

What restricted stock unit awards are referenced for the Co-Diagnostics director?

The filing references restricted stock unit awards of 40,000 units granted on January 17, 2023, 70,000 units on June 12, 2023, 110,000 units on April 26, 2024, and 125,000 units on August 13, 2025, all under the 2015 Long Term Incentive Plan.

How do the Co-Diagnostics (CODX) restricted stock units vest for this director?

Each of the director’s restricted stock unit awards vests in six equal installments every six months, commencing on May 23, 2023, November 23, 2023, November 23, 2024, and November 23, 2025, respectively, for the four separate grants.

What is the director’s relationship to Co-Diagnostics (CODX)?

The reporting person is identified as a Director of Co-Diagnostics, Inc., filing individually as indicated by the box checked for Form filed by One Reporting Person.