IMDX CFO’s RSUs Vest as Company Withholds Shares for Taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Insight Molecular Diagnostics Inc. Chief Financial Officer James Andrea reported routine equity compensation activity. On March 26, 2026, 28,302 Restricted Stock Units (RSUs) vested into an equal number of common shares under the company’s 2018 Equity Incentive Plan.

The company withheld 11,298 common shares at $4.11 per share to cover required tax obligations, and the filing states that the reporting person did not sell any shares. After these transactions, he directly holds 206,060 common shares and 84,905 RSUs. The RSU award vests over four years, with 25% vesting on March 26, 2026 and the remaining 75% vesting in equal annual installments, subject to continued service.

Insider Trade Summary

28,302 shares exercised/converted

Mixed 3 txns

Insider James Andrea S.

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	28,302	$0.00	--
Exercise	Common Stock	28,302	$0.00	--
Tax Withholding	Common Stock	11,298	$4.11	$46K

Holdings After Transaction: Restricted Stock Units — 84,905 shares (Direct); Common Stock — 217,358 shares (Direct)

Footnotes (1)

Represents vesting of restricted stock units ("RSUs") issued pursuant to the Company's 2018 Equity Incentive Plan. Each RSU represents the right to receive, at settlement, one share of common stock. The RSUs vested on the one-year anniversary of the effective date of grant. The reported disposition reflects shares withheld by the Company to cover required tax withholding obligations upon the vesting of the RSUs. The reporting person did not sell any shares. Each RSU has a value equal to one share of common stock. 25% of the RSUs vested on March 26, 2026 and the remaining 75% will vest in equal installments on each of the second-, third- and fourth-year anniversaries, respectively, of the effective date of grant subject to continuous service through the applicable vesting date.

Key Figures

RSUs vested: 28,302 RSUs Shares withheld for taxes: 11,298 shares at $4.11 Common shares held after transactions: 206,060 shares +3 more

6 metrics

RSUs vested 28,302 RSUs Vesting and conversion into common stock on March 26, 2026

Shares withheld for taxes 11,298 shares at $4.11 Common stock withheld to cover tax obligations on RSU vesting

Common shares held after transactions 206,060 shares Direct ownership following March 26, 2026 transactions

Remaining RSUs 84,905 RSUs Unvested RSUs remaining after the March 26, 2026 vesting

Initial RSU vesting tranche 25% of RSUs Portion vesting on March 26, 2026 under four-year schedule

Remaining RSU vesting 75% of RSUs To vest in three equal annual installments after March 26, 2026

Key Terms

Restricted Stock Units, 2018 Equity Incentive Plan, tax withholding obligations, vesting, +1 more

5 terms

Restricted Stock Units financial

"Represents vesting of restricted stock units ("RSUs") issued pursuant to the Company's 2018 Equity Incentive Plan."

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.

2018 Equity Incentive Plan financial

"RSUs issued pursuant to the Company's 2018 Equity Incentive Plan."

tax withholding obligations financial

"shares withheld by the Company to cover required tax withholding obligations upon the vesting of the RSUs."

vesting financial

"25% of the RSUs vested on March 26, 2026 and the remaining 75% will vest in equal installments"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

exercise or conversion of derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

Form 4 Insider Transactions: What Each Field Means →

03/30/2026 - 05:29 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^*

James Andrea S.

(Last)

(First)

(Middle)

C/O INSIGHT MOLECULAR DIAGNOSTICS INC.

2 INTERNATIONAL PLAZA, SUITE 510

(Street)

NASHVILLE

TENNESSEE

37217

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Insight Molecular Diagnostics Inc. [ IMDX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/26/2026

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)
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	03/26/2026		M		28,302	A	⁽¹⁾	217,358	D
Common Stock	03/26/2026		F		11,298⁽²⁾	D	$4.11	206,060	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 Units	⁽³⁾	03/26/2026		M			28,302	⁽³⁾	⁽³⁾	Common Stock	28,302	$0	84,905	D

Explanation of Responses:

1. Represents vesting of restricted stock units ("RSUs") issued pursuant to the Company's 2018 Equity Incentive Plan. Each RSU represents the right to receive, at settlement, one share of common stock. The RSUs vested on the one-year anniversary of the effective date of grant.

2. The reported disposition reflects shares withheld by the Company to cover required tax withholding obligations upon the vesting of the RSUs. The reporting person did not sell any shares.

3. Each RSU has a value equal to one share of common stock. 25% of the RSUs vested on March 26, 2026 and the remaining 75% will vest in equal installments on each of the second-, third- and fourth-year anniversaries, respectively, of the effective date of grant subject to continuous service through the applicable vesting date.

	/s/ Andrea James	03/30/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did IMDX’s CFO report on March 26, 2026?

Insight Molecular Diagnostics’ CFO reported the vesting of 28,302 Restricted Stock Units into common stock on March 26, 2026. This reflects routine equity compensation under the 2018 Equity Incentive Plan rather than an open-market purchase or sale of shares.

Did the IMDX CFO sell any shares in this Form 4 filing?

The filing explicitly states the CFO did not sell any shares. Instead, 11,298 shares were withheld by the company to cover required tax withholding obligations triggered by the RSU vesting, a standard non-market mechanism for paying associated taxes.

How many IMDX shares does the CFO hold after these transactions?

Following the RSU vesting and tax withholding, the CFO directly holds 206,060 shares of Insight Molecular Diagnostics common stock. This figure comes from the post-transaction ownership amounts disclosed for the common stock line items in the Form 4 filing.

What are Restricted Stock Units (RSUs) in the IMDX CFO’s compensation?

Restricted Stock Units are share-based awards that convert into common stock upon vesting. For IMDX’s CFO, each RSU equals one common share, granted under the 2018 Equity Incentive Plan, and vest over several years based on continued service with the company.

What is the vesting schedule for the IMDX CFO’s RSUs?

The RSU award vests over four years. According to the filing, 25% of the RSUs vested on March 26, 2026, with the remaining 75% vesting in equal installments on the second, third, and fourth anniversaries, subject to the CFO’s continued service.

How many unvested RSUs does the IMDX CFO retain after this vesting?

After the March 26, 2026 vesting event, the CFO retains 84,905 RSUs. These unvested units represent future potential common shares, scheduled to vest in equal annual installments over the next three years if service conditions are met.