VirnetX director granted 7,500 restricted shares

Angelo Michael F reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Angelo Michael F reported acquisition or exercise transactions in this Form 4 filing.

VirnetX Holding Corp director Michael F. Angelo received a grant of 7,500 shares of restricted common stock. The award was granted at no cash cost per share and increases his direct holdings to 29,209 shares. The restricted shares will vest in full on the earlier of the one-year anniversary of the grant date or the day before VirnetX’s 2027 annual stockholders’ meeting, provided he remains a service provider. Any unvested restricted shares will fully vest immediately before a qualifying change in control of the company.

Insider Trade Summary

Grant/Award: 7,500 shares

Grant/Award 1 txn

Insider Angelo Michael F

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	7,500	$0.00	$0.00

Holdings After Transaction: Common Stock — 29,209 shares (Direct)

Footnotes (1)

1. F1. The total number of restricted shares ("Restricted Stock") shall vest on the earlier of (i) the one-year anniversary of the grant date or (ii) the close of business on the day prior to the Company's 2027 annual meeting of stockholders, in each case, so long as the Reporting Person's continuous status as a Service Provider (as defined in the Company's Amended and Restated 2013 Equity Incentive Plan) has not terminated prior to each such date. If a Change in Control occurs, all of the Restricted Stock then unvested as of the date of the Change in Control, will vest immediately prior to the consummation of the Change in Control transaction.

Key Figures

Restricted stock grant: 7,500 shares Shares owned after grant: 29,209 shares Grant price per share: $0.0000 per share

3 metrics

Restricted stock grant 7,500 shares Award of VirnetX common stock to director Angelo

Shares owned after grant 29,209 shares Director Michael F. Angelo’s direct holdings post-transaction

Grant price per share $0.0000 per share Indicates compensation award, not market purchase

Key Terms

Restricted Stock, Change in Control, Equity Incentive Plan

3 terms

Restricted Stock financial

"The total number of restricted shares ("Restricted Stock") shall vest on the earlier of..."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Change in Control financial

"If a Change in Control occurs, all of the Restricted Stock then unvested..."

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Equity Incentive Plan financial

"as defined in the Company's Amended and Restated 2013 Equity Incentive Plan..."

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

FAQ

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

What insider transaction did VirnetX Holding Corp (VHC) report for Michael F. Angelo?

VirnetX reported that director Michael F. Angelo received a grant of 7,500 shares of restricted common stock. This is a stock-based compensation award, not an open-market purchase or sale, and increases his direct ownership position in the company.

How many VirnetX (VHC) shares does Michael F. Angelo own after this Form 4 grant?

After the restricted stock grant, Michael F. Angelo directly holds 29,209 shares of VirnetX common stock. This total includes the newly granted 7,500 restricted shares, which are subject to future vesting conditions tied to service and potential change in control.

What are the vesting conditions for Michael F. Angelo’s 7,500 restricted VirnetX shares?

The 7,500 restricted shares vest in full on the earlier of the one-year anniversary of the grant date or the day before VirnetX’s 2027 annual meeting. Vesting requires continuous service as a provider under the company’s 2013 Equity Incentive Plan.

How does a change in control affect Michael F. Angelo’s restricted VirnetX stock?

If a change in control occurs, all unvested restricted shares held by Michael F. Angelo will vest immediately before completion of the transaction. This acceleration provision protects the award from being forfeited if the company undergoes a qualifying control change.

Was Michael F. Angelo’s VirnetX stock grant an open-market purchase or sale?

No, the filing shows a grant or award acquisition of 7,500 restricted shares at a price per share of $0.0000. This indicates a compensation-related equity award, not an open-market trade involving the purchase or sale of existing shares.

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

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Accepted by SEC EDGAR 06/15/2026 - 07:26 PM EDT Learn about SEC filing dates

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^*

Angelo Michael F

(Last) (First) (Middle)

C/O 308 DORLA COURT

SUITE 206

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/11/2026		A		7,500(1)	A	$0	29,209	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The total number of restricted shares ("Restricted Stock") shall vest on the earlier of (i) the one-year anniversary of the grant date or (ii) the close of business on the day prior to the Company's 2027 annual meeting of stockholders, in each case, so long as the Reporting Person's continuous status as a Service Provider (as defined in the Company's Amended and Restated 2013 Equity Incentive Plan) has not terminated prior to each such date. If a Change in Control occurs, all of the Restricted Stock then unvested as of the date of the Change in Control, will vest immediately prior to the consummation of the Change in Control transaction.

	/s/ Kendall Larsen, Attorney-in-fact for Michael F. Angelo	06/15/2026
	** 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)