Corvex funds add 169,521 GeneDx (WGS) shares in open-market buys

Rhea-AI Filing Summary

GeneDx Holdings Corp. reported that investment funds advised by Corvex Management LP, with Keith A. Meister as a control person, made open-market purchases of a total of 169,521 shares of Class A common stock on March 3 and March 5 at prices generally ranging from about $70 to $82 per share.

After these trades, investment funds advised by Corvex directly held 3,228,150 GeneDx Class A shares. CMLS Holdings LLC held 333,144 shares, over which Mr. Meister shares voting and investment discretion, and Mr. Meister’s beneficial holdings also include 20,129 shares issued upon vesting of restricted stock units for his board service. Corvex and Mr. Meister each disclaim beneficial ownership except to the extent of their pecuniary interest.

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^*

Meister Keith A.

(Last) (First) (Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK NY 10065

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GeneDx Holdings Corp. [ WGS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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
Class A Common Stock	03/03/2026		P		19,686	A	$70.34(1)	3,078,315	I	See footnotes(2)(3)
Class A Common Stock	03/03/2026		P		8,439	A	$71.48(4)	3,086,754	I	See footnotes(2)(3)
Class A Common Stock	03/03/2026		P		200	A	$72	3,086,954	I	See footnotes(2)(3)
Class A Common Stock	03/03/2026		P		921	A	$75.66(5)	3,087,875	I	See footnotes(2)(3)
Class A Common Stock	03/03/2026		P		249	A	$75.99(6)	3,088,124	I	See footnotes(2)(3)
Class A Common Stock	03/05/2026		P		304	A	$77.96(7)	3,088,428	I	See footnotes(2)(3)
Class A Common Stock	03/05/2026		P		1,971	A	$78.91(8)	3,090,399	I	See footnotes(2)(3)
Class A Common Stock	03/05/2026		P		47,623	A	$80.55(9)	3,138,022	I	See footnotes(2)(3)
Class A Common Stock	03/05/2026		P		60,892	A	$81.37(10)	3,198,914	I	See footnotes(2)(3)
Class A Common Stock	03/05/2026		P		29,236	A	$82.06(11)	3,228,150	I	See footnotes(2)(3)
Class A Common Stock								333,144	I	See footnote(12)
Class A Common Stock								20,129(13)	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

1. Name and Address of Reporting Person^*

Meister Keith A.

(Last) (First) (Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

NEW YORK NY 10065

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Corvex Management LP

(Last) (First) (Middle)

667 MADISON AVENUE

(Street)

NEW YORK NY 10065

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $69.99 to $70.78. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares bought at each separate price within the ranges set forth in footnotes (1), (4), (5), (6), (7), (8), (9), (10), and (11) to this Form 4.

2. Investment funds advised by Corvex Management LP ("Corvex") are the direct holders of 3,228,150 shares of the Class A Common Stock, par value $0.0001 per share ("Class A Common Stock") of GeneDX Holdings Corp. (the "Issuer") reported herein. Mr. Meister may be deemed to indirectly beneficially own these shares by virtue of Mr. Meister's control of the general partner of Corvex.

3. For the purposes of this filing, each of Corvex or Mr. Meister disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Corvex or Mr. Meister is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.

4. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $71.00 to $71.97.

5. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $74.97 to $75.96.

6. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $75.97 to $76.00.

7. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $77.50 to $78.37.

8. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $78.75 to $79.00.

9. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $79.95 to $80.94.

10. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $80.95 to $81.94.

11. The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $81.95 to $82.37.

12. CMLS Holdings LLC ("CMLS Holdings") is the record holder of 333,144 shares of the Class A Common Stock reported herein. Mr. Meister is one of two members of the Board of Managers of CMLS Holdings, and Mr. Meister shares voting and investment discretion with respect to the securities held of record by CMLS Holdings reported herein.

13. The shares of Class A Common Stock reflected as beneficially owned by Mr. Meister include 20,129 shares of Class A Common Stock that were issued upon the vesting of restricted stock units, that were granted to Mr. Meister in connection with his service on the board of directors of the Issuer.

	/s/ Keith A. Meister	03/05/2026
	CORVEX MANAGEMENT LP Name: /s/ Keith Meister Title: Managing Partner	03/05/2026
	** 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).
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FAQ

What insider activity did GeneDx (WGS) report in this Form 4?

GeneDx reported that investment funds advised by Corvex Management LP made open-market purchases totaling 169,521 shares of Class A common stock. These trades occurred on March 3 and March 5 across multiple transactions at various prices.

Who is associated with the GeneDx (WGS) share purchases disclosed?

The purchases were made by investment funds advised by Corvex Management LP, with Keith A. Meister as a control person. Corvex and Mr. Meister each disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest.

At what prices were the GeneDx (WGS) shares bought by Corvex funds?

The reported prices are weighted averages, with GeneDx Class A shares bought in multiple transactions within ranges from about $69.99 to $82.37. Each Form 4 footnote details narrower price bands for different trade groupings.

How many GeneDx (WGS) shares do Corvex-advised funds hold after these trades?

Following the reported open-market purchases, investment funds advised by Corvex Management LP directly hold 3,228,150 shares of GeneDx Class A common stock. This figure reflects their position as reported in the Form 4 filing.

What additional GeneDx (WGS) holdings are attributed to Keith A. Meister?

The filing notes 333,144 shares held by CMLS Holdings LLC, where Mr. Meister shares voting and investment discretion, and 20,129 shares issued upon vesting of restricted stock units granted for his board service at GeneDx.

Does Keith A. Meister claim full beneficial ownership of the GeneDx (WGS) shares?

No. The Form 4 states that both Corvex Management LP and Keith A. Meister disclaim beneficial ownership of the reported GeneDx securities, except to the extent of their respective pecuniary interests in those holdings.