STOCK TITAN

Eli Casdin adds shares, new RSUs at GeneDx Holdings (WGS)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GeneDx Holdings Corp. director and 10% owner Eli Casdin reported equity compensation activity involving GeneDx Class A Common Stock and restricted stock units. He exercised 3,576 RSUs into 3,576 shares of Class A Common Stock at no cost, increasing his direct common share holdings to 24,093 shares.

Casdin also received a new grant of 4,248 RSUs, each representing one future share of Class A Common Stock, which will vest on the earlier of the 2027 annual stockholder meeting or the first anniversary of the grant date, subject to continued service. In addition, entities associated with Casdin hold substantial indirect positions, including 3,707,164 shares through Casdin Partners Master Fund, LP, 333,144 shares through CMLS Holdings LLC, and 19,247 shares through Casdin Partners GP, LLC.

Positive

  • None.

Negative

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Insights

Filing shows routine equity compensation: RSU vesting into shares plus a new RSU grant, with no reported open-market sales.

The Form 4 shows Eli Casdin converting 3,576 restricted stock units into the same number of GeneDx Class A shares at a zero exercise price. This is typical RSU vesting, moving value from a derivative award into direct share ownership, raising his directly held common stock to 24,093 shares.

Casdin was also granted 4,248 new RSUs, each linked to one future share. These vest on the earlier of the 2027 annual meeting or one year from grant, contingent on continued service. Several affiliated entities retain large indirect stakes, so this filing mainly updates structure and timing of holdings rather than signaling new open-market buying or selling.

Insider Casdin Eli
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 4,248 $0.00 --
Exercise Restricted Stock Unit 3,576 $0.00 --
Exercise Class A Common Stock 3,576 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 4,248 shares (Direct, null); Class A Common Stock — 24,093 shares (Direct, null); Class A Common Stock — 3,707,164 shares (Indirect, By Casdin Partners Master Fund, LP)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration. The securities are owned directly by Casdin Partners Master Fund, L.P. (the "Master Fund") and may be deemed to be indirectly beneficially owned by (i) Casdin Capital, LLC, the investment adviser to the Master Fund ("Casdin"), (ii) Casdin Partners GP, LLC, the general partner of the Master Fund (the "GP"), and (iii) the Reporting Person, who is the managing member of Casdin and the GP. The securities are owned directly by the GP and may be deemed to be indirectly beneficially owned by the Reporting Person, who is the managing member of the GP. The securities are owned directly by CMLS Holdings LLC ("CMLS Holdings"). The Board of Managers of CMLS Holdings includes the Reporting Person, who, as a member of the Board of Managers of CMLS Holdings, shares voting and investment discretion with respect to securities held by CMLS Holdings. The entire award shall vest on the earlier of the (i) date of the 2027 annual meeting of the Issuer's stockholders, or (ii) first anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date. The entire award vested or vests on the earlier of the: (i) date of the 2026 annual meeting of the Issuer's stockholders, or (ii) first anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
RSUs exercised into shares 3,576 shares Class A Common Stock received from RSU vesting at $0.00 per share
Direct common shares after exercise 24,093 shares Class A Common Stock directly held by Eli Casdin following RSU conversion
New RSU grant 4,248 RSUs Restricted Stock Units granted, each for 1 Class A share
Indirect holding via Master Fund 3,707,164 shares Class A Common Stock held by Casdin Partners Master Fund, LP
Indirect holding via CMLS Holdings LLC 333,144 shares Class A Common Stock held by CMLS Holdings LLC
Indirect holding via Casdin Partners GP, LLC 19,247 shares Class A Common Stock held by Casdin Partners GP, LLC
Restricted Stock Unit ("RSU") financial
"Each restricted stock unit ("RSU") represents a contingent right to receive 1 share"
indirectly beneficially owned financial
"may be deemed to be indirectly beneficially owned by (i) Casdin Capital, LLC"
investment adviser financial
"Casdin Capital, LLC, the investment adviser to the Master Fund ("Casdin")"
An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.
general partner financial
"Casdin Partners GP, LLC, the general partner of the Master Fund (the "GP")"
A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.
Board of Managers financial
"The Board of Managers of CMLS Holdings includes the Reporting Person"
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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).
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*
Casdin Eli

(Last)(First)(Middle)
C/O GENEDX HOLDINGS CORP.
333 LUDLOW ST., NORTH TOWER, 6TH FLOOR

(Street)
STAMFORD CONNECTICUT 06902

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
GeneDx Holdings Corp. [ WGS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026
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
Class A Common Stock06/18/2026M3,576A$0(1)24,093D
Class A Common Stock3,707,164IBy Casdin Partners Master Fund, LP(2)
Class A Common Stock19,247IBy Casdin Partners GP, LLC(3)
Class A Common Stock333,144IBy CMLS Holdings LLC(4)
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
Restricted Stock Unit(1)06/18/2026A4,248 (5) (5)Class A Common Stock4,248$04,248D
Restricted Stock Unit(1)06/18/2026M3,576 (6) (6)Class A Common Stock3,576$00D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration.
2. The securities are owned directly by Casdin Partners Master Fund, L.P. (the "Master Fund") and may be deemed to be indirectly beneficially owned by (i) Casdin Capital, LLC, the investment adviser to the Master Fund ("Casdin"), (ii) Casdin Partners GP, LLC, the general partner of the Master Fund (the "GP"), and (iii) the Reporting Person, who is the managing member of Casdin and the GP.
3. The securities are owned directly by the GP and may be deemed to be indirectly beneficially owned by the Reporting Person, who is the managing member of the GP.
4. The securities are owned directly by CMLS Holdings LLC ("CMLS Holdings"). The Board of Managers of CMLS Holdings includes the Reporting Person, who, as a member of the Board of Managers of CMLS Holdings, shares voting and investment discretion with respect to securities held by CMLS Holdings.
5. The entire award shall vest on the earlier of the (i) date of the 2027 annual meeting of the Issuer's stockholders, or (ii) first anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
6. The entire award vested or vests on the earlier of the: (i) date of the 2026 annual meeting of the Issuer's stockholders, or (ii) first anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer through the vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
Remarks:
The Reporting Person disclaims beneficial ownership of the securities reported on this Form 4 except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, or for any other purpose.
/s/ Bridget Brown, Attorney-in-Fact06/23/2026
** 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)

FAQ

What insider activity did Eli Casdin report at GeneDx Holdings (WGS)?

Eli Casdin reported routine equity compensation changes, not open-market trades. He exercised 3,576 restricted stock units into 3,576 GeneDx Class A shares and received 4,248 new RSUs, updating his mix of direct and derivative holdings without reporting any share sales.

How many GeneDx shares does Eli Casdin now hold directly after this Form 4?

After exercising 3,576 RSUs into common stock, Eli Casdin directly holds 24,093 GeneDx Class A Common shares. This reflects his personal registered position, separate from larger indirect stakes held through affiliated investment entities disclosed in the same Form 4 filing.

What are the terms of the new RSU grant reported for Eli Casdin at GeneDx (WGS)?

Casdin received 4,248 new RSUs, each representing one GeneDx Class A share. The award vests on the earlier of the 2027 annual stockholder meeting or the first anniversary of the grant date, conditioned on his continued service; otherwise units may be cancelled before vesting.

How large are Eli Casdin’s indirect holdings in GeneDx through affiliated entities?

Affiliated entities linked to Eli Casdin hold substantial indirect GeneDx positions: 3,707,164 shares via Casdin Partners Master Fund, LP, 333,144 shares via CMLS Holdings LLC, and 19,247 shares via Casdin Partners GP, LLC, with Casdin in advisory or managing roles over these investment vehicles.

Did the GeneDx (WGS) Form 4 show any insider share sales by Eli Casdin?

The Form 4 does not report any open-market sales by Eli Casdin. It shows an RSU vesting into 3,576 Class A shares and a grant of 4,248 new RSUs, plus updated indirect ownership entries, indicating equity compensation activity rather than discretionary selling.

How do the RSU vesting conditions work for Eli Casdin’s GeneDx awards?

The vested RSUs were tied to the earlier of the 2026 annual stockholder meeting or one year from grant, while the new 4,248 RSUs vest on the earlier of the 2027 meeting or one-year anniversary, in each case requiring continued service, otherwise units may be forfeited.