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GeneDx (WGS) director Jason Ryan converts 3,576 RSUs and discloses 118,764 shares

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

Rhea-AI Filing Summary

GeneDx Holdings Corp. director Jason Ryan reported an equity award vesting and related share movements. He exercised 3,576 restricted stock units into 3,576 shares of Class A common stock at no cost, increasing his direct holdings to 15,480 shares. He also reports indirect ownership of 103,284 shares held by the Jason Ryan 2024 GRAT, where he serves as trustee and sole annuitant. The RSUs represent a right to receive one share each upon settlement, with vesting tied to the 2026 annual shareholder meeting or the first anniversary of the grant date, subject to continued service.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU vesting and exercise with no open-market buying or selling.

Director Jason Ryan converted 3,576 restricted stock units into the same number of GeneDx Holdings Corp. Class A shares at a price of $0.00 per share. This is a standard compensation-related equity settlement, not a market trade.

Following the transaction, he holds 15,480 shares directly and 103,284 shares indirectly through the Jason Ryan 2024 GRAT, where he is trustee and sole annuitant. With 0% net buy/sell activity reported and no remaining derivative position shown, the filing reflects routine equity vesting rather than a directional bet on the stock.

Insider Ryan Jason
Role null
Type Security Shares Price Value
Exercise Restricted Stock Unit 3,576 $0.00 --
Exercise Class A Common Stock 3,576 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Class A Common Stock — 15,480 shares (Direct, null); Class A Common Stock — 103,284 shares (Indirect, By Jason Ryan 2024 GRAT)
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 in this row are held directly by the Jason Ryan 2024 GRAT U/A DTD 11/7/2024, of which the Reporting Person is trustee and sole annuitant. 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 3,576 units Converted into Class A common stock on 2026-06-18
Exercise price $0.00 per share RSU settlement into common stock
Direct holdings after transaction 15,480 shares Class A common stock held directly by Jason Ryan
Indirect holdings via GRAT 103,284 shares Class A common stock held by Jason Ryan 2024 GRAT
Derivative transactions count 1 transaction Exercise or conversion of derivative security (RSUs)
Total shares exercised 3,576 shares ExerciseShares from transaction summary
Holding entries 1 entry Indirect holding line for GRAT position
Restricted Stock Unit financial
"Each restricted stock unit ("RSU") represents a contingent right to receive 1 share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
RSU financial
"Each restricted stock unit ("RSU") represents a contingent right to receive 1 share"
Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.
GRAT financial
"held directly by the Jason Ryan 2024 GRAT U/A DTD 11/7/2024, of which the Reporting Person is trustee"
annuitant financial
"the Reporting Person is trustee and sole annuitant."
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
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Form 4 Insider Transactions: What Each Field Means →
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
X
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*
Ryan Jason
(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)
XDirector10% 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)15,480D
Class A Common Stock103,284IBy Jason Ryan 2024 GRAT(2)
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)06/18/2026M3,576 (3) (3)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 in this row are held directly by the Jason Ryan 2024 GRAT U/A DTD 11/7/2024, of which the Reporting Person is trustee and sole annuitant.
3. 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.
/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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Jason Ryan report for GeneDx Holdings Corp. (WGS)?

Jason Ryan reported exercising 3,576 restricted stock units into 3,576 shares of GeneDx Class A common stock at $0.00 per share. This reflects equity compensation vesting, not an open-market purchase or sale, and increases his directly held share count disclosed in the filing.

How many GeneDx (WGS) shares does Jason Ryan hold after this Form 4 filing?

After the reported transactions, Jason Ryan holds 15,480 shares of GeneDx Class A common stock directly. He also reports indirect ownership of 103,284 shares held by the Jason Ryan 2024 GRAT, where he serves as trustee and sole annuitant according to the filing footnotes.

Were there any open-market buys or sells in Jason Ryan’s latest GeneDx (WGS) Form 4?

No open-market purchases or sales were reported. The filing shows an exercise of 3,576 restricted stock units into common shares at $0.00 and related holdings, with no transactions coded as open-market buys (P) or sells (S) in the summarized data.

What are the terms of Jason Ryan’s GeneDx (WGS) restricted stock units?

Each restricted stock unit represents a contingent right to receive one share of GeneDx Class A common stock for no consideration. The award vests on the earlier of the 2026 annual stockholder meeting or the first anniversary of the grant date, subject to continued service.

How are Jason Ryan’s indirect GeneDx (WGS) holdings structured?

Indirect holdings are reported as 103,284 shares of GeneDx Class A common stock held by the Jason Ryan 2024 GRAT U/A DTD 11/7/2024. The footnotes state Jason Ryan is trustee and sole annuitant of this GRAT, which holds the shares on his behalf.