CODX Form 4 shows director RSU vesting and 269,166 shares owned

Q: What insider transaction did Co-Diagnostics (CODX) report on this Form 4?

The filing shows that a director of Co-Diagnostics acquired 57,499 shares of common stock on 11/23/2025 , reported as an acquisition at $0.00 per share.

Q: What is the source of the 57,499 Co-Diagnostics (CODX) shares reported as acquired?

The 57,499 shares result from the vesting and settlement of restricted stock units (RSUs) granted under the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan .

Q: What RSU grants to the Co-Diagnostics (CODX) director are described in the filing?

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

Q: How do the Co-Diagnostics (CODX) RSU awards vest for this director?

Each RSU award vests in six equal installments every six months , beginning on its respective commencement date: May 23, 2023 , November 23, 2023 , November 23, 2024 , and November 23, 2025 .

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Co-Diagnostics, Inc. (CODX) reported an insider equity transaction by a director on 11/23/2025 on a Form 4 filing. The director acquired 57,499 shares of common stock at a price of $0.00 per share, increasing direct beneficial ownership to 269,166 common shares after the transaction.

The activity reflects the vesting and settlement of restricted stock units granted under the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan. These units come from prior awards of 40,000, 70,000, 110,000, and 125,000 restricted stock units, each vesting in six equal installments every six months starting on their respective commencement dates.

Insider Trade Summary

Net Buyer: 57,499 shares

Net Buy 2 txns

Insider NELSON JAMES B

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	57,499	$0.00	$0.00
Grant/Award	Common Stock	57,499	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 170,834 shares (Direct); Common Stock — 269,166 shares (Direct)

Footnotes (1)

F1. 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.

FAQ

What insider transaction did Co-Diagnostics (CODX) report on this Form 4?

The filing shows that a director of Co-Diagnostics acquired 57,499 shares of common stock on 11/23/2025, reported as an acquisition at $0.00 per share.

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

Following the reported transaction, the director beneficially owns 269,166 shares of Co-Diagnostics common stock in direct ownership.

What is the source of the 57,499 Co-Diagnostics (CODX) shares reported as acquired?

The 57,499 shares result from the vesting and settlement of restricted stock units (RSUs) granted under the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan.

What RSU grants to the Co-Diagnostics (CODX) director are described in the filing?

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

How do the Co-Diagnostics (CODX) RSU awards vest for this director?

Each RSU award vests in six equal installments every six months, beginning on its respective commencement date: May 23, 2023, November 23, 2023, November 23, 2024, and November 23, 2025.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/24/2025 - 05:28 PM

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^*

NELSON JAMES B

(Last)

(First)

(Middle)

2401 S. FOOTHILL DRIVE SUITE D

(Street)

SALT LAKE CITY

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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/ James Nelson	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.

Source: View Original Filing on SEC EDGAR