[Form 4] VirnetX Holding Corp Insider Trading Activity

Rhea-AI Filing Summary

VirnetX Holding Corp (VHC) reported a new equity award for its Chief Financial Officer, Katherine Allanson. On 11/24/2025, she received a stock option (right to buy) covering 30,000 shares of common stock at an exercise price of $20.22 per share, expiring on 11/24/2035.

According to the vesting terms, one-quarter of the option vests and becomes exercisable on the one-year anniversary of the grant date, with an additional one-quarter vesting on each annual anniversary thereafter, assuming she continues as a Service Provider under the company’s 2013 Equity Incentive Plan. If a Change in Control occurs, all unvested shares under this option will fully vest and become exercisable immediately before the transaction is completed.

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

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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).

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^*

Allanson Katherine

(Last) (First) (Middle)

308 DORLA COURT

SUITE 206

(Street)

ZEPHYR COVE NV 89448

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VirnetX Holding Corp [ VHC ]

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

3. Date of Earliest Transaction (Month/Day/Year)
11/24/2025

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
Stock Option (Right to Buy)	$20.22	11/24/2025		A		30,000		(1)	11/24/2035	Common Stock	30,000	$0	30,000	D

Explanation of Responses:

1. 1/4 of the total number of Shares subject to the Option shall vest and become exercisable on the one-year anniversary of the grant date, and 1/4 of the total number of Shares subject to the Option shall vest and become exercisable on each annual anniversary thereafter, so long as the individual's continuous status as a Service Provider (as defined in the Amended and Restated 2013 Equity Incentive Plan (the "Plan")) has not terminated prior to each such date. If a Change in Control (as defined in the Plan) occurs, all of the Shares underlying this Option then unvested as of the date of the Change in Control, will vest and become exercisable immediately prior to the consummation of the Change in Control transaction.

	/s/ Kendall Larsen, Attorney-in-fact for Katherine Allanson	11/26/2025
	** 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 equity award did VirnetX (VHC) grant to its CFO?

VirnetX granted its Chief Financial Officer a stock option to purchase 30,000 shares of common stock at an exercise price of $20.22 per share, expiring on 11/24/2035.

When was the new VirnetX (VHC) stock option for the CFO granted?

The stock option to the Chief Financial Officer was granted on 11/24/2025, as reported in the Form 4.

How does the VirnetX CFO stock option vest?

One-quarter of the total shares vest on the one-year anniversary of the grant date, and one-quarter vests on each annual anniversary thereafter, conditioned on continued Service Provider status under the company’s equity plan.

What happens to the VirnetX CFO option if there is a Change in Control?

If a Change in Control occurs, all shares underlying the option that are still unvested at that time will vest and become exercisable immediately before the transaction is consummated.

What is the expiration date of the VirnetX CFO’s stock option?

The stock option granted to the Chief Financial Officer expires on 11/24/2035, giving a long-term window to exercise the right to buy 30,000 shares.

Who is the reporting person on this VirnetX (VHC) Form 4?

The reporting person is Katherine Allanson, who is identified as the company’s Chief Financial Officer.