GENELUX (NASDAQ: GNLX) director sells 12,000 shares to cover RSU tax bill

Rhea-AI Filing Summary

GENELUX Corp director John W. Smither reported selling 12,000 shares of common stock in an open-market transaction. The shares were sold at a weighted average price of $2.9082 per share to cover estimated taxes related to the vesting of restricted stock units. After this tax-related sale, Smither directly holds 91,403 shares of GENELUX common stock.

Insider Trade Summary

Net Seller: 12,000 shares ($34,898)

Net Sell 1 txn

Insider Smither John W

Role null

Sold 12,000 shs ($35K)

Type	Security	Shares	Price	Value
Sale	Common Stock	12,000	$2.9082	$35K

Holdings After Transaction: Common Stock — 91,403 shares (Direct, null)

Footnotes (1)

1. Represents shares sold by the Reporting Person to cover estimated taxes to be paid by the Reporting Person in connection with the vesting of restricted stock units. The weighted average sale price for the transaction reported was $2.9082, and the range of prices were between $2.87 and $2.93. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

Key Figures

Shares sold: 12,000 shares Weighted average sale price: $2.9082 per share Post-transaction holdings: 91,403 shares +1 more

4 metrics

Shares sold 12,000 shares Open-market sale on 2026-07-01 to cover estimated taxes

Weighted average sale price $2.9082 per share GENELUX common stock sale

Post-transaction holdings 91,403 shares Shares directly held after the reported sale

Price range $2.87–$2.93 per share Range of prices for the 12,000-share sale

Key Terms

restricted stock units, weighted average sale price, open-market sale

3 terms

restricted stock units financial

"in connection with the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

weighted average sale price financial

"The weighted average sale price for the transaction reported was $2.9082"

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:35 PM Accepted by SEC EDGAR 07/02/2026 - 04:35 PM Learn about SEC filing 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

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^*

Smither John W

(Last) (First) (Middle)

C/O GENELUX CORPORATION

2625 TOWNSGATE ROAD, SUITE 230

(Street)

WESTLAKE VILLAGE CALIFORNIA 91361

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GENELUX Corp [ GNLX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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

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

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

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	07/01/2026		S(1)		12,000	D	$2.9082(2)	91,403	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

Explanation of Responses:

1. Represents shares sold by the Reporting Person to cover estimated taxes to be paid by the Reporting Person in connection with the vesting of restricted stock units.

2. The weighted average sale price for the transaction reported was $2.9082, and the range of prices were between $2.87 and $2.93. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

	/s/ Thomas Zindrick, Attorney-in-Fact	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did GENELUX (GNLX) director John W. Smither report in this Form 4 filing?

John W. Smither reported selling 12,000 GENELUX common shares in an open-market transaction. The sale was made primarily to cover estimated taxes owed from vesting restricted stock units, and he continues to hold 91,403 GENELUX shares directly after the transaction.

How many GENELUX (GNLX) shares did John W. Smither sell and at what price?

Smither sold 12,000 GENELUX common shares at a weighted average sale price of $2.9082. The filing notes the trade price range ran between $2.87 and $2.93 per share, with detailed price breakdowns available upon request to the issuer or SEC staff.

Why did John W. Smither sell GENELUX (GNLX) shares according to the Form 4 footnotes?

The footnotes state the 12,000 GENELUX shares were sold to cover estimated taxes due from vesting restricted stock units. This indicates the transaction was primarily tax-related rather than a discretionary reduction of his investment position in GENELUX common stock.

How many GENELUX (GNLX) shares does John W. Smither hold after the reported sale?

Following the sale, Smither directly holds 91,403 GENELUX common shares. This post-transaction holding figure is disclosed in the Form 4 and helps investors understand that he retains a significant ongoing equity position in the company after the tax-related sale.

Was the GENELUX (GNLX) insider transaction an open-market sale or another type of trade?

The Form 4 classifies the transaction as an open-market sale of common stock, coded as an "S" transaction. It is described as a sale in the open market or private transaction, with the primary purpose being to cover estimated tax obligations from restricted stock unit vesting.