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VirnetX CEO sells 20,425 shares under plan

VirnetX’s CEO and major shareholder reported three Rule 10b5-1 planned open-market sales totaling 20,425 shares of common stock and disclosed several indirect ownership positions.

(High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

VirnetX Holding Corp (VHC) reported that President & CEO and ten percent owner Kendall Larsen sold a total of 20,425 shares of common stock in open‑market transactions on September 10, 11, and 14, 2026, under a Rule 10b5-1 trading plan adopted on May 29, 2026. The filing also lists indirect holdings of common stock held by the reporting person’s spouse, a revocable trust, and an investment fund.

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Insights

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Insider Larsen Kendall
Role President & CEO
Sold 20,425 shs ($232K)
Type Security Shares Price Value
Sale Common Stock F1, F4 4,425 $11.174 $49K
Sale Common Stock F1, F3 8,000 $11.373 $91K
Sale Common Stock F1, F2 8,000 $11.483 $92K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 339,633 shares (Direct); Common Stock — 74,649 shares (Indirect, By: Spouse); Common Stock — 30,676 shares (Indirect, By: The Kathleen Sheehan Revocable Trust dtd 2/5/2009); Common Stock — 15,000 shares (Indirect, By: The K2 Investment Fund LLC)
Footnotes (4)
  1. F1. The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted on May 29, 2026.
  2. F2. This sale price represents the weighted average sale price of the shares sold ranging from $11.06 to $11.99 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
  3. F3. This sale price represents the weighted average sale price of the shares sold ranging from $11.16 to $11.62 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
  4. F4. This sale price represents the weighted average sale price of the shares sold ranging from $10.71 to $11.60 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
Shares sold September 10, 2026 8,000 shares at $11.483 per share Open-market sale of VirnetX common stock by Kendall Larsen
Shares sold September 11, 2026 8,000 shares at $11.373 per share Open-market sale of VirnetX common stock by Kendall Larsen
Shares sold September 14, 2026 4,425 shares at $11.174 per share Open-market sale of VirnetX common stock by Kendall Larsen
Total shares sold 20,425 shares Net shares sold across the three reported transactions
Indirect holding by spouse 74,649 shares Indirect ownership of VirnetX common stock as of September 10, 2026
Indirect holding by revocable trust 30,676 shares Held by The Kathleen Sheehan Revocable Trust dtd 2/5/2009
Indirect holding by K2 Investment Fund LLC 15,000 shares Held by The K2 Investment Fund LLC as of September 10, 2026
Rule 10b5-1 trading plan regulatory
"The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average sale price financial
"This sale price represents the weighted average sale price of the shares sold"
indirect ownership financial
"Common Stock, indirect ownership by spouse, trust, and investment fund"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did VHC’s CEO Kendall Larsen report in this Form 4?

Kendall Larsen reported three open-market sales of VirnetX common stock on September 10, 11, and 14, 2026, totaling 20,425 shares. All transactions involved common stock held directly.

How many VirnetX (VHC) shares did Kendall Larsen sell and at what prices?

The filing reports sales of 8,000 shares at $11.483 on September 10, 8,000 shares at $11.373 on September 11, and 4,425 shares at $11.174 on September 14, 2026. Each reported price is a weighted average over ranges disclosed in footnotes.

Were Kendall Larsen’s VirnetX (VHC) stock sales under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on May 29, 2026, and the plan-status checkbox is affirmed, indicating the trades followed a pre-arranged plan.

What indirect VirnetX (VHC) holdings associated with Kendall Larsen are disclosed?

As of September 10, 2026, the filing lists 74,649 shares held indirectly by the reporting person’s spouse, 30,676 shares held by The Kathleen Sheehan Revocable Trust, and 15,000 shares held by The K2 Investment Fund LLC.

Does the Form 4 show Kendall Larsen’s total direct VirnetX (VHC) holdings after these sales?

No. For these sale transactions, the post-transaction direct share balance is not stated. Only the number of shares sold and certain indirect ownership balances are disclosed.

How are the VirnetX (VHC) sale price ranges described in the Form 4 footnotes?

Each per-share sale price is a weighted average. The September 10 sale ranged from $11.06 to $11.99, the September 11 sale from $11.16 to $11.62, and the September 14 sale from $10.71 to $11.60, with full breakdowns available on request.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Larsen Kendall

(Last)(First)(Middle)
C/O 308 DORLA COURT

(Street)
ZEPHYR COVE NEVADA 89448

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
VirnetX Holding Corp [ VHC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/10/2026S(1)8,000D$11.483(2)352,058D
Common Stock09/11/2026S(1)8,000D$11.373(3)344,058D
Common Stock09/14/2026S(1)4,425D$11.174(4)339,633D
Common Stock74,649IBy: Spouse
Common Stock30,676IBy: The Kathleen Sheehan Revocable Trust dtd 2/5/2009
Common Stock15,000IBy: The K2 Investment Fund LLC
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted on May 29, 2026.
2. This sale price represents the weighted average sale price of the shares sold ranging from $11.06 to $11.99 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
3. This sale price represents the weighted average sale price of the shares sold ranging from $11.16 to $11.62 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
4. This sale price represents the weighted average sale price of the shares sold ranging from $10.71 to $11.60 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
/s/ Kendall Larsen09/14/2026
** Signature of Reporting PersonDate
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)

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