Insight Molecular (IMDX) director uses 12,100 shares to cover RSU tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Insight Molecular Diagnostics Inc. director Arno Andrew reported the vesting of 55,000 restricted stock units, with part of the award used to pay taxes. The company withheld 12,100 shares of Common Stock at a value of $5.69 per share to satisfy tax withholding obligations, and the filing states that no shares were sold on the market. After this tax-withholding disposition, Andrew directly holds 156,785 shares of Common Stock and also has indirect holdings through entities JBA Investments LLC and MJA Investments LLC, where he serves as manager with voting and dispositive power.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Arno Andrew

Role null

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, no par value	12,100	$5.69	$69K
holding	Common Stock, no par value	--	--	--
holding	Common Stock, no par value	--	--	--

Holdings After Transaction: Common Stock, no par value — 156,785 shares (Direct, null); Common Stock, no par value — 7,804 shares (Indirect, See footnote)

Footnotes (1)

The reported disposition reflects shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of 55,000 shares of restricted stock units granted to the reporting person on July 1, 2025. The reporting person did not sell any shares. The per-share value assigned to the shares withheld reflects the price per share on the date on which the shares vested as reported on the Nasdaq Capital Market. These shares of Common Stock are held by JBA Investments LLC ("JBA"). The Reporting Person is the Manager of JBA and, in such capacity, has the right to vote and dispose of securities held by JBA, including the shares of Common Stock reported here. These shares of Common Stock are held by MJA Investments LLC ("MJA"). The Reporting Person is the Manager of MJA and, in such capacity, has the right to vote and dispose of securities held by MJA, including the shares of Common Stock reported here.

Key Figures

Shares withheld for taxes: 12,100 shares Per-share value for withholding: $5.69 per share RSUs vested: 55,000 shares +2 more

5 metrics

Shares withheld for taxes 12,100 shares Withheld to cover tax obligations on RSU vesting

Per-share value for withholding $5.69 per share Nasdaq Capital Market price on RSU vesting date

RSUs vested 55,000 shares Restricted stock units granted on July 1, 2025

Direct shares after transaction 156,785 shares Common Stock directly owned following tax withholding

Indirect share line item 7,804 shares Common Stock held indirectly with footnoted LLC ownership

Key Terms

restricted stock units, tax withholding obligations, Common Stock, no par value, Nasdaq Capital Market, +1 more

5 terms

restricted stock units financial

"in connection with the vesting of 55,000 shares of restricted stock units granted to the reporting person"

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.

tax withholding obligations financial

"shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting"

Common Stock, no par value financial

"security_title": "Common Stock, no par value""

Nasdaq Capital Market market

"price per share on the date on which the shares vested as reported on the Nasdaq Capital Market"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

indirect ownership financial

"These shares of Common Stock are held by JBA Investments LLC ("JBA"). The Reporting Person is the Manager"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 08:36 PM Accepted by SEC EDGAR 07/06/2026 - 08:35 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^*

Arno Andrew

(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)

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)
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, no par value⁽¹⁾	07/01/2026		F		12,100	D	$5.69	156,785	D
Common Stock, no par value								7,804	I	See footnote⁽²⁾
Common Stock, no par value								7,804	I	See footnote⁽³⁾

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)

Explanation of Responses:

1. The reported disposition reflects shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of 55,000 shares of restricted stock units granted to the reporting person on July 1, 2025. The reporting person did not sell any shares. The per-share value assigned to the shares withheld reflects the price per share on the date on which the shares vested as reported on the Nasdaq Capital Market.

2. These shares of Common Stock are held by JBA Investments LLC ("JBA"). The Reporting Person is the Manager of JBA and, in such capacity, has the right to vote and dispose of securities held by JBA, including the shares of Common Stock reported here.

3. These shares of Common Stock are held by MJA Investments LLC ("MJA"). The Reporting Person is the Manager of MJA and, in such capacity, has the right to vote and dispose of securities held by MJA, including the shares of Common Stock reported here.

	/s/ Andrew Arno	07/06/2026
	** 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 Arno Andrew report at Insight Molecular Diagnostics (IMDX)?

Arno Andrew reported a tax-related share disposition tied to vesting restricted stock units. The company withheld 12,100 Common Stock shares to cover tax obligations when 55,000 RSUs vested, but the filing emphasizes that he did not sell any shares in the market.

How many Insight Molecular Diagnostics (IMDX) shares were withheld for taxes in this Form 4?

The issuer withheld 12,100 shares of Common Stock to satisfy tax withholding obligations. These shares related to the vesting of 55,000 restricted stock units granted on July 1, 2025, and were valued at $5.69 per share based on the Nasdaq Capital Market price on the vesting date.

How many Insight Molecular Diagnostics (IMDX) shares does Arno Andrew hold after this filing?

Following the tax-withholding disposition, Arno Andrew directly owns 156,785 shares of Common Stock. The filing also notes additional indirect holdings through JBA Investments LLC and MJA Investments LLC, where he is manager and has the right to vote and dispose of the securities held by those entities.

Did Arno Andrew sell Insight Molecular Diagnostics (IMDX) shares in this Form 4 transaction?

No, the filing explicitly states that he did not sell any shares. The reported disposition reflects shares withheld by the issuer to cover tax withholding obligations upon RSU vesting, which is a non-market transaction rather than an open-market sale by the director.

What role do JBA Investments LLC and MJA Investments LLC play in Arno Andrew’s IMDX holdings?

Certain Common Stock shares are held indirectly through JBA Investments LLC and MJA Investments LLC. The filing explains that Arno Andrew is the manager of each LLC and, in that capacity, has the right to vote and dispose of securities those entities hold, including IMDX shares.