[Form 4] Quest Diagnostics Inc. Insider Trading Activity

Rhea-AI Filing Summary

Quest Diagnostics (DGX) officer Patrick Plewman reported option exercise and a contemporaneous sale on 08/19/2025. He exercised 4,532 non-qualified stock options at an exercise price of $112.17 per share, resulting in ownership of 4,532 underlying shares. Immediately thereafter he sold 4,532 shares at $183.00 per share. After these transactions his beneficial ownership in the issuer is reported as 17,244 shares. The filings state the exercise and sale were executed pursuant to a Rule 10b5-1 sales plan and that the options vested in three annual installments between 2021 and 2023.

Positive

• Transaction executed under a Rule 10b5-1 plan, indicating pre-planned, compliant insider trading procedures
• Options were fully vested (vesting completed across 2021-2023), so exercise did not involve unvested awards

Negative

• Officer sold 4,532 shares, reducing direct holdings and potentially signaling insider liquidity
• Filing discloses a sale at $183.00, which may be perceived as material by some investors even though it was pre-planned

Insights

Securities Analyst

TL;DR: Officer exercised options and sold all resulting shares under a 10b5-1 plan; the trade appears routine and pre-planned.

The transaction shows a common officer liquidity event: exercising vested options with an immediate sale under a Rule 10b5-1 plan. The exercise price was $112.17 and the sale price $183.00, implying realization of intrinsic value per share. The number of shares involved (4,532) is disclosed and post-transaction beneficial ownership is 17,244. From a market-impact perspective, the filing contains no additional material disclosures about company performance or corporate actions.

Corporate Governance Expert

TL;DR: Use of a Rule 10b5-1 plan indicates compliance with insider trading policies; transaction timing appears governed by the plan.

The filing explicitly states the exercise and sale were effected pursuant to a Rule 10b5-1 sales plan, which provides an affirmative defense to insider trading claims when properly adopted. The options vested in scheduled installments (02/18/2021, 02/18/2022, 02/18/2023), confirming the shares were eligible for exercise. No departures, grants, or other governance events are reported here.

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).

X

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^*

Plewman Patrick

(Last) (First) (Middle)

500 PLAZA DRIVE

C/O QUEST DIAGNOSTICS INC

(Street)

SECAUCUS NJ 07094

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
QUEST DIAGNOSTICS INC [ DGX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP for Diagnostic Services

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025

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	08/19/2025		M(1)		4,532	A	$112.17	21,776	D
Common Stock	08/19/2025		S(1)		4,532	D	$183	17,244	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
Non-Qualifed Stock Option (right to buy)	$112.17	08/19/2025		M(1)			4,532	(2)	02/18/2030	Common Stock	4,532	$112.17	0	D

Explanation of Responses:

1. This exercise and sale reported were effected pursuant to a Rule 10b5-1 sales plan adopted by the reporting person.

2. The options vested in three annual installments beginning with the first on February 18, 2021, the second on February 18, 2022 and the final on February 18, 2023.

Remarks:

	Sean D. Mersten, Attorney in Fact for Patrick Plewman	08/21/2025
	** 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 Quest Diagnostics (DGX) insider Patrick Plewman report on Form 4?

He reported exercising 4,532 non-qualified options at $112.17 and selling 4,532 shares at $183.00 on 08/19/2025.

Were the transactions made under a 10b5-1 plan for DGX?

Yes. The Form 4 states the exercise and sale were effected pursuant to a Rule 10b5-1 sales plan.

How many Quest Diagnostics shares does Patrick Plewman beneficially own after the transactions?

The Form 4 reports he beneficially owns 17,244 shares following the reported transactions.

When did the underlying options vest for the exercised shares?

The options vested in three annual installments on 02/18/2021, 02/18/2022, and 02/18/2023.

What prices were involved in the exercise and sale on the Form 4?

Exercise price was $112.17 per share; sale price was $183.00 per share.