[Form 4] Co-Diagnostics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Co-Diagnostics insider grant and holdings summary: Director Eugene Durenard was granted 125,000 restricted stock units (RSUs) on 08/13/2025 under the Issuer's 2015 Long Term Incentive Plan. Each RSU represents the contingent right to one share of common stock upon vesting. The RSUs carry a $0.00 price and vest in six installments beginning 11/23/2025 and every six months thereafter. Following the reported transaction the filing shows 228,333 shares beneficially owned, with 103,333 common shares indicated as underlying currently reportable holdings. The Form 4 was filed by one reporting person and signed 08/15/2025.

Positive

• Equity grant aligns director incentives with long‑term shareholder interests via RSUs under the 2015 Long Term Incentive Plan.
• Staggered vesting schedule (six installments starting 11/23/2025) promotes retention and continued alignment over time.
• Timely SEC disclosure—Form 4 filed and signed on 08/15/2025, indicating compliance with reporting obligations.

Negative

• Potential increase in outstanding shares by up to 125,000 common shares upon vesting, which could be dilutive to existing shareholders.

Insights

Corporate Governance Expert

TL;DR: Standard director equity award with multi‑period vesting to align long‑term interests with shareholders.

This RSU grant to a director is described as being made under the company's 2015 Long Term Incentive Plan and vests in six installments beginning 11/23/2025. As recorded, the award is equity‑based with no cash price, which is a typical retention and alignment mechanism for board members. The Form 4 shows direct beneficial ownership and timely SEC reporting, indicating routine governance compliance.

Compensation Analyst

TL;DR: Materiality is limited; the grant increases potential share count but follows common executive compensation practice.

The award of 125,000 RSUs at $0.00 that convert one‑for‑one into common shares upon vesting is a clear equity compensation instrument. Vesting in six installments over multiple periods suggests a retention focus. The filing quantifies current beneficial ownership at 228,333 shares, providing transparency on post‑grant holdings. There is no disclosure of accelerated vesting triggers or performance contingencies in this filing.

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
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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^*

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)
08/13/2025

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

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 Units	(1)	08/13/2025		A		125,000		(2)	(2)	Common Stock	103,333	$0.00	228,333	D

Explanation of Responses:

1. Granted pursuant to Issuer's 2015 Long Term Incentive Plan, as amended. Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting, one share of the Issuer's common stock.

2. RSU vests in 6 installments commencing on 11/23/25 and continues every 6 months thereafter.

Remarks:

	/s/ Eugene Durenard	08/15/2025
	** 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

Who filed the Form 4 for CODX and what is their role?

The Form 4 was filed by Eugene Durenard, who is identified in the filing as a Director of Co‑Diagnostics, Inc.

What equity award was reported for CODX on 08/13/2025?

A grant of 125,000 restricted stock units (RSUs) was reported, each representing the contingent right to one share of common stock.

When do the RSUs vest and is there a purchase price?

The RSUs vest in six installments beginning 11/23/2025 and every six months thereafter, and the reported price is $0.00.

How many shares does the reporting person beneficially own after the transaction?

The filing shows 228,333 shares beneficially owned following the reported transaction, with 103,333 common shares identified as underlying in the table.

Was the Form 4 filed jointly or by one person and when was it signed?

The Form 4 was filed by one reporting person and bears the signature dated 08/15/2025.