Co-Diagnostics CEO RSU vesting and tax share sale
Co-Diagnostics, Inc. Chief Executive Officer Dwight H. Egan reported compensation-related equity activity involving common stock and restricted stock units.
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Form Type
4
Rhea-AI Filing Summary
Co-Diagnostics, Inc. Chief Executive Officer Dwight H. Egan reported compensation-related equity activity involving common stock and restricted stock units. On May 23, 2026, 1,633 common shares were disposed of at $5.07 per share in a mandated “sell to cover” transaction to satisfy tax withholding obligations tied to RSU vesting, described as not a discretionary trade by the reporting person.
On the same date, he received a grant of 4,584 common shares at no cost and exercised 4,584 restricted stock units into common stock. After these transactions, he directly holds 27,893 common shares and 9,166 restricted stock units.
Insider Trade Summary
4,584 shares exercised/converted
Exercise
3 txns
Insider
Egan Dwight H
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 4,584 | $0.00 | $0.00 |
| Grant/Award | Common Stock | 4,584 | $0.00 | $0.00 |
| Disposition | Common Stock | 1,633 | $5.07 | $8K |
Holdings After Transaction:
Restricted Stock Unit — 9,166 contracts (Direct);
Common Stock — 27,893 shares (Direct)
Footnotes (2)
- F1. Included in 9,167 restricted stock units awarded to the Reporting Person on May 15, 2023, pursuant to the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan, and vest in 6 equal installments every 6 months commencing on November 23, 2023. Included in 9,167 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 6 equal installments every 6 months commencing on November 23, 2024. Included in 9,167 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 6 equal installments every 6 months commencing on November 23, 2025.
- F2. Represents the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSU's. This sale is mandated by the Issuer's election, under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
Key Figures
Tax-related share disposition: 1,633 shares at $5.07
Equity grant: 4,584 common shares
RSUs exercised: 4,584 restricted stock units
+3 more
6 metrics
Tax-related share disposition
1,633 shares at $5.07
Common stock sold to cover tax withholding on RSU vesting
Equity grant
4,584 common shares
Grant or award acquisition at $0.00 per share
RSUs exercised
4,584 restricted stock units
Exercised into common stock on May 23, 2026
Common shares held
29,526 shares
Direct holdings after reported transactions
RSUs remaining
9,166 units
Restricted stock units held after the RSU exercise
Exercise price
$0.00 per RSU
Conversion or exercise price for restricted stock units
Key Terms
Restricted Stock Unit, sell to cover, equity incentive plans, Long Term Incentive Plan, +1 more
5 terms
Restricted Stock Unit financial
"security_title: "Restricted Stock Unit" and underlying security common stock"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
sell to cover financial
"required to be sold ... to be funded by a "sell to cover" transaction"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plans financial
"Issuer's election, under its equity incentive plans to require the satisfaction of tax withholding"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
Long Term Incentive Plan financial
"pursuant to the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan"
A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.
Disposition to issuer financial
"transaction_code_description: "Disposition to issuer" for common stock"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did CODX CEO Dwight H. Egan report?
Dwight H. Egan reported a tax-related share disposition and RSU activity. He disposed of 1,633 common shares, received 4,584 common shares as a grant, and exercised 4,584 restricted stock units into common stock on May 23, 2026.
What new Co-Diagnostics (CODX) equity did the CEO receive in this Form 4?
Dwight H. Egan received 4,584 Co-Diagnostics common shares at no cost as a grant or award. He also exercised 4,584 restricted stock units into common stock, reflecting routine equity compensation activity under the company’s long-term incentive plan.
What are the Co-Diagnostics (CODX) CEO’s holdings after these transactions?
Following the reported transactions, Dwight H. Egan directly holds 29,526 shares of Co-Diagnostics common stock. He also holds 9,166 restricted stock units that continue to vest according to the schedules described in the company’s long-term incentive plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
