Insight Molecular Diagnostics: 400K Option Grant to CEO Josh Riggs (IMDX)

Rhea-AI Filing Summary

Insight Molecular Diagnostics reporting person Josh Riggs, who is listed as CEO and President and a director, acquired an option to purchase 400,000 shares of common stock on 09/28/2025. The option has an exercise price of $3.33 per share and an expiration date of 09/28/2035. The filing shows the reporting person directly beneficially owns the 400,000 option shares following the transaction. Vesting: 33 1/3% becomes exercisable after one year of continuous service from the grant date, with the remainder vesting in 24 equal monthly installments thereafter, subject to continued service. The Form 4 is signed by Josh Riggs on 09/30/2025.

Positive

• Alignment of interests: Option grant vests over time, encouraging continued service
• Clear terms disclosed: Exercise price ($3.33), grant date (09/28/2025), expiration (09/28/2035) and vesting schedule provided

Negative

• No performance conditions disclosed: Vesting is time-based only, which may not directly tie pay to company performance
• Potential dilution: 400,000-option grant could dilute existing shareholders if exercised, though total share count is not provided

Insights

Financial Analyst

TL;DR: Insider grant of 400,000 options at $3.33 is a standard executive equity award, dilutive but not immediately cash-impactful.

The grant awards Josh Riggs an option to acquire 400,000 common shares exercisable at $3.33 with a ten-year term to 09/28/2035. Vesting schedule delays full exercisability, aligning incentives with continued service. The filing records direct beneficial ownership of the options following the grant. This is a compensation event rather than a sale or purchase of underlying stock and therefore does not immediately change free cash or public float; potential dilution depends on future exercise behavior and total outstanding share count, which is not provided in this Form 4.

Corporate Governance Expert

TL;DR: Grant appears consistent with typical executive incentives; vesting ties to service but no performance conditions disclosed.

The disclosed vesting—one-year cliff for 33 1/3% followed by 24 monthly installments—emphasizes retention. The Form 4 does not disclose any performance-based vesting metrics, change-in-control provisions, or acceleration terms. As reported, this is a routine equity compensation disclosure under Section 16; material governance implications (such as dilution caps or shareholder approval) cannot be assessed from this filing alone because those plan documents are not included 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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Riggs Josh

(Last) (First) (Middle)

C/O INSIGHT MOLECULAR DIAGNOSTICS INC.

2 INTERNATIONAL PLAZA, SUITE 510

(Street)

NASHVILLE TN 37217

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2025

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

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
Option to Purchase Common Stock	$3.33	09/28/2025		A		400,000		(1)	09/28/2035	Common Stock	400,000	$0	400,000	D

Explanation of Responses:

1. 33 and 1/3% of the options will become exercisable after one year of continuous service from the effective date of grant, and the balance will become exercisable in 24 equal monthly installments commencing one year after the date of grant subject to continuous service through the applicable vesting date.

	/s/ Josh Riggs	09/30/2025
	** 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 Josh Riggs report on the Form 4 for IMDX?

The Form 4 reports an acquisition of an option to purchase 400,000 shares of IMDX common stock granted on 09/28/2025.

What is the exercise price and expiration for the IMDX options granted?

The option exercise price is $3.33 per share and the option expires on 09/28/2035.

How do the IMDX options vest for Josh Riggs?

Vesting: 33 1/3% becomes exercisable after one year of continuous service; the balance vests in 24 equal monthly installments thereafter, subject to continued service.

Does the Form 4 show ownership after the transaction?

Yes, the filing shows the reporting person beneficially owns 400,000 derivative securities (the options) following the transaction.

Is the filing an acquisition or a sale under Section 16?

The transaction is coded as an acquisition (A) of derivative securities (an option grant), not a sale.